Terms of Service

Bebop is a product of Black Pearl Group Limited (BPG).

By purchasing, licensing, or otherwise using BPG products, including but not limited to Bebop and any other product BPG may designate, (collectively, the “ Products”) the user (“ User” or “ you”) agrees to be bound by these Terms of Use (“ Terms”). BPG reserves the right to amend these Terms at its discretion. These Terms must be read together with our Privacy Policy.

Minimum age

You must be at least 13 years old or the minimum age required in your country to consent to use the Products. If you are under 18 you must have your parent or legal guardian's permission to use the Products.

Content

The Products are designed to accept User input (“ Input”) and generate output based on the Input (“ Output”). Input and Output are collectively “ Content”. You must not use the Output except for the Permitted Use set out in these Terms only.

Our Use of Content

We may collect, use, store and disclose Content in accordance with these Terms and our Privacy Policy, including to provide, maintain, develop, and improve our Products, comply with applicable law, enforce our terms and policies, including these Terms and our Privacy Policy, and keep our Products safe and secure.

Accuracy

Artificial intelligence and machine learning are rapidly evolving fields of study. We continually seek to improve our Products to make them more accurate, reliable, safe, and beneficial. Output will vary based on Input and may not align with User expectations with respect to completeness or comprehensiveness. Given the probabilistic nature of machine learning, use of our Products may, in some situations, result in Output that does not accurately reflect real people, places, or facts.

Permitted Use

You may use our Products solely for your internal business purposes in connection with a legitimate business or commercial interest. You may not:

• Use our Products for any illegal, harmful, or abusive activity.
• Use our Products in a way that infringes, misappropriates, or violates anyone's rights.
• Use our Products for any purpose that could have a legal or material impact on any person, such as making credit, educational, employment, housing, insurance, legal, medical, or other important decisions about them.
• Use our Products to commit any act prohibited by law, rule, regulation, court order, or other governmental edict.
• Modify, copy, lease, sell, or distribute any of our Products (except as part of a separate written agreement with us).
• Attempt to or assist anyone to reverse engineer, decompile, or discover the source code or underlying components of our Products, including our models, algorithms, or systems.
• Automatically or programmatically extract data or any Output.
• Interfere with or disrupt our Products, including circumventing any restrictions or bypassing any protective measures or safety mitigations of our Products.
• Use the Products to develop a product or service that competes with BPG.
• Resell, distribute, or otherwise disclose or make available any Output or derivative thereof without our prior written approval.

User Security

You are responsible for the secure use of the Products including securing your account authentication credentials as well as the Input and Output. You will use commercially reasonable efforts to prevent unauthorized use of the Products and to terminate any unauthorized use. You will promptly notify BPG of any such use.

Suspension & Termination

BPG may, in its sole discretion, suspend or terminate your access to the Products at any time for any reason. In the event of suspension or termination, you will be notified. User may terminate by providing seven (7) days written notice in advance of the renewal date.

Collection of User Data

BPG may collect certain User data, including, identification and contact data (name, title, contact details including email addresses), financial information (credit card details, account details) and acknowledges that BPG shall have a right - subject to the BPG Privacy Policy and applicable data protection laws – to use any means, including third-party tracking technologies, to collect data relating to the operation, support, and/or use of the Products and to use, and disclose such data (including to third parties) to support BPG business activities and operations, such as billing, account management, technical support, product development, sales and marketing, and security.

Subprocessors

BPG may engage Subprocessors and other third parties in connection with the use of Content and provision and operation of the Products. Such Subprocessors may be anywhere in the world. The Subprocessors currently engaged by BPG are listed below and subject to change. Our AI Subprocessors all commit to not sharing inputs and not using the inputs to train their models. Google Search APIs privacy policy is available here.

Subprocessor Location Subprocessing Activities

Microsoft 365 USA Email services
Slack USA Communication services
Azure USA Database services, application hosting
AWS Amazon Worldwide CDN hosting, DNS hosting services
Atlassian USA Incident tracking, task management
Hubspot USA Customer support, CRM, incident tracking
Maxio USA Payment processing
Windcave New Zealand Payment processing
PayPal USA Payment processing
Snowflake USA Data warehousing activities
OpenAI USA AI
Anthropic USA AI
Perplexity USA AI
Google USA Search APIs

Modifications

BPG may make commercially reasonable changes to the Products from time to time. BPG will inform you of any material change to the Products.

Billing and Payment

User can pay for the Products in advance on a periodic basis. BPG may change the published list price and periodic terms at any time with 30 days' notice. Any partial day of Product access will be rounded up to a full day of Product access for the purposes of calculating Fees. All payments due are in U.S. dollars unless otherwise agreed. Fees for orders are due at the start of the month/year during which User received access to the Products, and at the time of renewal. User authorizes these charges to be made to its designated credit card or debit card. Late payments may bear interest at the rate of two-and-one-half (2.5%) percent per month (or the highest rate permitted by law, if less) from the payment due date until paid in full. User will be responsible for all reasonable expenses (including attorneys' fees) incurred by BPG in collecting such amounts. User is responsible for any taxes, and User will pay BPG for the Products without any reduction for taxes. If BPG is obligated to collect or pay taxes, the taxes will be invoiced to User. Except as provided in these Terms, in no event will BPG provide User with a refund.

Intellectual Property Rights

User acknowledges that BPG is the owner of all patents, trademarks, trade names, inventions, discoveries, improvements, processes, formulae, technology, data, copyrights, database rights, design rights, domain names, Confidential Information, know-how or trade secrets, and any other intellectual property rights owned or used or enjoyed by BPG or any of its affiliated companies existing, whether registered or unregistered, relating to the design, manufacture, programming, operation, or support of the Products. User shall not, nor induce or permit any other person to, copy, alter, modify, reproduce, reverse assemble, reverse compile, or enhance the Products; alter, remove, or tamper with any trademark, patent, or copyright notices, or any confidentiality, proprietary, or trade secret, legend or notice, or any numbers, or other means of identification used on or in relation to the Products without BPG's prior written consent; or do any act that would or might invalidate or be inconsistent with BPG intellectual property rights.

DISCLAIMER & INDEMNIFICATION

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BPG DOES NOT MAKE ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. BPG MAKES NO REPRESENTATIONS ABOUT ANY CONTENT OR INFORMATION MADE ACCESSIBLE BY OR THROUGH THE PRODUCTS OR THAT THE PRODUCTS OR CONTENT ARE ACCURATE, UP TO DATE OR FREE FROM ERRORS, DEFECTS OR VIRUSES. USER ASSUMES ALL RESPONSIBILITY AND RISK FOR USE OF THE PRODUCTS. BPG ACCEPTS NO LIABILITY FOR ANY ACT ATTRIBUTABLE TO USER. FURTHERMORE, USER AGREES TO FULLY INDEMNIFY BPG FOR ANY CLAIMS OR PENALTIES INCURRED AS A RESULT OF USER'S NEGLIGENCE OR FAILURES TO COMPLY WITH ITS OBLIGATIONS UNDER THESE TERMS OR APPLICABLE LAW.

LIMITATION OF LIABILITY

BPG SHALL NOT BE LIABLE FOR LOST REVENUES OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES. BPG SHALL NOT BE LIABLE FOR ANY DIRECT OR INDIRECT LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF GOODWILL OR LOSS OF DATA. BPG SHALL NOT BE HELD LIABLE UNDER THESE TERMS FOR MORE THAN THE AMOUNT THAT BPG RECEIVED FROM USER DURING THE MONTH PRIOR TO THE EVENT GIVING RISE TO LIABILITY.

Assignment

User will not assign or transfer any rights or obligations under these Terms without the written consent of BPG.

Force Majeure

Neither party will be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, pandemic, act of war or terrorism, riot, labor condition, governmental action, and Internet disturbance) that was beyond the party's reasonable control.

No Waiver

Failure to enforce any provision of these Terms will not constitute a waiver.

Severability

If any provision of these Terms is found unenforceable, the balance of the Terms will remain in full force and effect.

No Agency

These Terms do not create an agency, partnership, or joint venture.

Equitable Relief

Nothing in these Terms will limit either party's ability to seek equitable relief.

Governing Law

These Terms will be governed by and construed in accordance with New Zealand law. The parties submit to the exclusive jurisdiction of the New Zealand Courts in respect of all matters relating to these Terms and the Services.

Survival

To the fullest extent possible, these Terms will survive expiration or termination of the Subscription for the Products.