Terms of Service

Welcome to Tess! These Terms of Service (“Terms”) are a contract between you and Tess that govern your use of Tess' websites, services, mobile apps, products, and content (“Services”). Tess is a service provided by Kapwing Inc.

By using our services, you agree to be bound by these Terms. If you don’t agree to any of these Terms, you can’t use our services.

We reserve the right to change these Terms at any time. If a change is material, we’ll let you know before it takes effect. By continuing to use our Services on or after that effective date of the changes, you agree to the new Terms. If you don’t agree to the changes, you should stop using our Services and delete your account before they take effect.

These Terms are an important part of your relationship with us, so please take the time to read and understand them. If you have any questions or concerns, please don’t hesitate to contact us. Thank you for using our Services!

Incorporated Rules and Policies

By accessing and using Tess' Services, you consent to Tess collecting, using, and transferring your information as outlined in our Privacy Policy. This includes your personal information and any content that you create or upload to the platform. If you are located outside of the United States, you also consent to the transfer, storage, and processing of your information in and out of the United States. Additionally, Tess Pro subscribers agree to abide by our Refund Policy. By using the Services, you agree to let Tess collect and use information as detailed in our Privacy Policy. If you’re outside the United States, you consent to letting Tess transfer, store, and process your information (including your personal information and content) in and out of the United States.

Our Content and Services

Tess reserves all rights to the look and feel of its platform. Some parts of Tess are licensed under third-party open source licenses, while others are available under our own open source licenses. Unless otherwise permitted by law, you must obtain written permission from Tess to copy, adapt, or use any part of our code or visual design elements, including logos. You are not allowed to access or tamper with non-public areas of the platform, or the systems of our technical providers. You may only access or search the platform through the published interfaces that we provide. You may not forge any part of the header information in any email or posting, or use the platform to send altered, deceptive, or false source-identifying information. You may not interfere with or disrupt the access of any user, host, or network, including by sending viruses, overloading the platform, or scripting the creation of content or accounts in a way that interferes with or burdens the platform.

Crawling the platform is allowed if done in accordance with our robots.txt file, but scraping the platform is prohibited.

Tess reserves the right to change, terminate, or restrict access to any aspect of the service at any time, without notice.

Incorporated Rules and Policies

By accessing and using Tess's Services, you consent to Tess collecting, using, and transferring your information as outlined in our Privacy Policy. This includes your personal information and any content that you create or upload to the platform. If you are located outside of the United States, you also consent to the transfer, storage, and processing of your information in and out of the United States. Additionally, Tess subscribers agree to abide by the Kapwing Inc Refund Policy. You also agree to comply with the Tess Community Guidelines. We reserve the right to remove any content you post for any reason.

Use and Ownership of Our Content and Services

Subject to your compliance with the terms and conditions of this Agreement and the applicable license to which you subscribe, including timely payment of all applicable fees, Kapwing hereby grants to you a limited, non-exclusive, non-transferable right to use the Tess Services during the applicable term of your license. Kapwing reserves and, as between you and Kapwing, will solely own, the Tess IP and all rights, title and interest in and to the Tess IP. No rights are granted to you hereunder (whether by implication, estoppel, exhaustion or otherwise) other than as expressly set forth herein. We may modify or update the Tess Services from time to time in our sole discretion. “Tess IP” means the Tess Services, the underlying software, algorithms, interfaces, technology platform, databases, tools, know-how, processes and methods used to provide or deliver the Tess Services and documentation, and all improvements, modifications or enhancements to, or derivative works of, the foregoing (regardless of inventorship or authorship), and all intellectual property rights in and to any of the foregoing. We reserve the right to change, terminate, or restrict access to any aspect of the Services at any time, without notice.

Restrictions

You agree that you will not and will not permit any person or entity to, directly or indirectly: (i) copy, modify or create any derivative work of any portion of the Tess Services or the related documentation; (ii) reverse engineer, decompile, decode, or disassemble or otherwise attempt to derive or gain improper access to any software component of the Tess Services, in whole or in part; (iii) frame, mirror, sell, resell, market, sublicense, publish, distribute, reproduce, assign, transfer, rent, lease or loan any portion of the Tess Services (other than content obtained from the Tess Services that is distributed pursuant to a valid license from us) to any other person or entity, or otherwise allow any person or entity to use the Tess Services for any purpose other than for your benefit in accordance with this Agreement; (iv) use the Tess Services or documentation in any manner or for any purpose that defames or otherwise injures any person, contains any pornographic or obscene images, or infringes, misappropriates, or otherwise violates any intellectual property rights or other right of any person or entity, or that violates any applicable law or the Tess Community Guidelines; (v) access or search the Tess Services (or download any data or content contained therein or transmitted thereby) through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers or any other similar data mining tools) other than software or Tess Services features provided by us for use expressly for such purposes; or (vi) use the Tess Services, documentation or any other Confidential Information for benchmarking or competitive analysis with respect to competitive or related products or services, or to develop, commercialize, license or sell any product, service or technology that could, directly or indirectly, compete with the Tess Services.

Third-Party Products

You may choose to use the Tess Services with Third-Party Products. Your use of Third-Party Products, including any processing or sharing of data by the Third- Party Products, is subject to your agreement with the relevant provider. We do not control and have no liability for Third-Party Products, including their security, functionality, operation, availability or interoperability or how the Third-Party Products or their providers collect, use, transfer, disclose or otherwise process and handle data from the Third-Party Products. If you enable a Third-Party Product for use with a Tess service, we may access and exchange your data with the Third-Party Product on your behalf as reasonably necessary to provide the Tess service or as otherwise necessary to allow operation of the Third-Party Product with a Tess service. “Third-Party Product” means any third-party platform, add-on, service or product that you elect to integrate or enable for use with the Tess Services.

Third-Party Components

The Tess Services contain certain third-party software components, including open-source components, which are licensed by us to you, under, and subject to, the specific terms of use or licenses of such Third-Party Components. Your use of any such Third-Party Component shall be governed by the terms of this Agreement and by terms or licenses applicable to such Third-Party Component (and to the extent of any conflict, the latter shall prevail). We do not provide updates, upgrades or support for Third Party Components. “Third-Party Component” means a third-party service or product that is integrated within the Services.

Workspace

You will not, and will not permit users to, share user account credentials, or use them in multiple locations at the same time. Each user must use a unique identity to access and use the Services, and may access the Services only to the extent of the license purchased by you and in accordance with the applicable subscription plan. You will provide accurate, current and complete information required to enable your users to access and use the Service and will maintain the accuracy of such information during the applicable subscription term and for one (1) year following termination of any subscription or this Agreement. You acknowledge that you are responsible for maintaining your configurations of the Services, including your sharing and permission settings.

Billing

Pricing and Plan availability may vary by location. Once you have upgraded to a Tess Paid Plan, a refund will not be provided except as set forth in these terms. All paid plan subscriptions are automatically renewed on a monthly or annual basis, depending on the selected billing cycle. You can cancel your subscription at any time. If you cancel your subscription, you will not receive a refund or credit for any amounts that have already been billed. Read our full Refund Policy for more information.

As a member of a Tess Paid Plan, you will be charged for each member in your workspace. Adding members will result in immediate charges for the remaining time in your billing cycle. Note that all members must be on the same billing cycle and refunds are not available.

Product Support

Tess is here to help you with issues related to our products, including answering general information questions, resolving paid plan issues, and addressing billing concerns. Contact us via email at hello@tess.design. Tess has a zero tolerance policy for the following actions, which may result in the immediate termination of your customer relationship or denial of customer support services:

• Violating our Terms of Service, including our rules for using our content and services
• Abusing our support team through threatening, abusive, or inappropriate language or behavior
• Spamming our support team with excessive or repetitive requests
• Using the Services to process videos with illegal content, as defined by applicable laws

We take these actions very seriously and will take appropriate measures to protect our team and the integrity of our platform.

Miscellaneous

Disclaimer of warranty. We provide the Services to you as is. You use them at your own risk and discretion. That means they don’t come with any warranty. None expressed, none implied. No implied warranty of merchantability, fitness for a particular purpose, availability, security, title or non-infringement.

Limitation of Liability. We will not be liable for any damages that may arise from your use of the Services, including but not limited to damages resulting from hacking or unavailability of the Services. This includes all types of damages, such as direct, indirect, incidental, consequential, special, or exemplary damages, and all kinds of legal claims, including but not limited to breach of contract, breach of warranty, tort, or any other loss. No waiver. If We don’t exercise a particular right under these Terms, that doesn’t waive it.

Severability. If any provision of these terms is found invalid by a court of competent jurisdiction, you agree that the court should try to give effect to the parties’ intentions as reflected in the provision and that other provisions of the Terms will remain in full effect.

Changes to the Service. Tess reserves the right to add, change, or remove features or functionality of the Service; modify or introduce limitations to storage or other features; or discontinue the Service altogether at any time.

Choice of law and jurisdiction. These Terms are governed by California law, without reference to its conflict of laws provisions. You agree that any suit arising from the Services must take place in a court located in San Francisco, California.

Entire agreement. These Terms (including any document incorporated by reference into them) are the whole agreement between Kapwing Inc. and you concerning the Services.