Welcome to Caladrius Inc., ("we," "our," or "us"). By accessing or using our website www.caladrius.ai (the "Site") and any related services, including software, applications, and other services (the "Services"), you agree to comply with and be bound by these Terms of Service ("Terms"). Please read these Terms carefully before using the Site. If you do not agree to these Terms, you may not use the Site or Services.

1. Acceptance of Terms

By using the Site, you acknowledge that you have read, understood, and agree to be bound by these Terms and any additional policies or guidelines that may apply to specific features or services of the Site. These Terms constitute a legally binding agreement between you and Caladrius Inc.

2. Changes to Terms

We may modify or update these Terms from time to time, and any changes will be posted on this page with an updated "Effective Date." It is your responsibility to review these Terms periodically to stay informed of any updates. Your continued use of the Site and Services after such changes will constitute your acceptance of the modified Terms.

3. Access to the Site and Services

Eligibility: You must be at least 18 years old to use our Site and Services. If you are using the Site on behalf of an organization, you represent and warrant that you have the authority to bind the organization to these Terms.

Account Registration: Certain features of the Site or Services may require you to create an account. You agree to provide accurate and up-to-date information during registration and to maintain the confidentiality of your account credentials.

License to Use: We grant you a limited, non-exclusive, non-transferable license to access and use the Site and Services for your personal or business purposes in accordance with these Terms. We reserve the right to revoke or suspend your access to the Site and Services at any time.

4. User Responsibilities

Prohibited Conduct: You agree not to use the Site or Services for any illegal, harmful, or unauthorized purposes, including but not limited to:

• Violating any applicable local, state, or federal law.
• Engaging in activities that may interfere with or disrupt the operation of the Site or Services.
• Attempting to gain unauthorized access to any portion of the Site, network, or system.
• Uploading or transmitting harmful, defamatory, or offensive content.

Content You Provide: You are solely responsible for any content you submit, upload, or transmit through the Site, including but not limited to text, images, software, or data. You grant Caladrius Inc., a worldwide, royalty-free, transferable license to use, modify, display, and distribute such content in connection with the Services.

5. Intellectual Property

Ownership: All intellectual property rights, including but not limited to copyrights, trademarks, and patents, associated with the Site and Services are owned by or licensed to Caladrius Inc. You agree not to use, copy, or distribute any of our intellectual property without express permission.

Feedback: If you provide any feedback, suggestions, or ideas to us regarding the Site or Services, you grant Caladrius Inc., a perpetual, irrevocable, royalty-free license to use, modify, and incorporate such feedback into our products and services.

6. Subscription and Payments

If you subscribe to any paid Service, you agree to pay the fees specified for the Service. All payments are subject to our billing terms, and you agree to provide accurate and complete payment information. Subscription fees may be charged on a recurring basis and are non-refundable, except as required by law.

7. Privacy

Your use of the Site and Services is governed by our Privacy Policy. By using the Site, you consent to the collection and use of your information as described in the Privacy Policy.

8. Disclaimers

No Warranty: The Site and Services are provided "as is" and "as available," without any warranty of any kind, express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

Limitation of Liability: To the maximum extent permitted by law, Caladrius Inc., will not be liable for any direct, indirect, incidental, special, or consequential damages arising out of or in connection with your use of the Site or Services, including but not limited to loss of profits, data, or business opportunities.

9. Indemnification

You agree to indemnify, defend, and hold harmless Caladrius Inc, its officers, employees, agents, and affiliates from and against any claims, damages, liabilities, and expenses (including attorney's fees) arising out of your use of the Site or Services, your violation of these Terms, or any content you submit.

10. Termination

We reserve the right to suspend or terminate your access to the Site and Services at our sole discretion, with or without notice, if we believe you have violated these Terms. Upon termination, all rights and licenses granted to you will immediately cease, and you must promptly stop using the Site and Services.

11. Governing Law

These Terms are governed by the laws of the State of California, without regard to its conflict of law principles. Any legal action or proceeding arising out of or related to these Terms shall be brought exclusively in the courts located in Alameda County, California.

12. Dispute Resolution

Any disputes between you and Caladrius Inc., related to these Terms will be resolved through binding arbitration in accordance with the rules of the American Arbitration Association (AAA). Arbitration shall take place in Alameda County, California, and the arbitration award may be entered in any court of competent jurisdiction.

13. Miscellaneous

Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

Entire Agreement: These Terms constitute the entire agreement between you and Caladrius Inc., regarding your use of the Site and Services and supersede all prior or contemporaneous agreements or understandings.

14. Contact Us

If you have any questions or concerns about these Terms, please contact us at info@caladrius.ai