Legal
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Legal terms
These Terms of Service (“Terms”) are expressly incorporated into and made a part of that certain Master Services Agreement by and between you and Faraday. For purposes of these Terms: (i) the term “you” shall refer to Client; (ii) the term “we,” or “us” shall refer to Faraday; and (iii) all capitalized terms used herein but not otherwise defined shall have the meanings given to them in the Order Form.
1. Faraday Service Overview
Faraday is a cloud software provider that aims to improve customer acquisition metrics for your business through our web site at faraday.io (the “Site”), and our related web sites, services, networks, embeddable widgets, downloadable software, mobile applications (including tablet applications), including those services provided pursuant the Agreement (collectively, with the Site, our “Service”).
2. Accounts and Registration
To access most features of the Service, you must register for an account. You are solely responsible for maintaining the confidentiality of your account and password, and agree to accept responsibility for all activities that occur under your account. If you have reason to believe that your account is no longer secure, then you must immediately notify us at support@faraday.io.
3. Payment
Access to the Service, or to certain features of the Service, will require you to pay fees, including, without limitation, those set forth in the Statement(s) of Work (the “SOW Fees”). All fees are in U.S. Dollars and are non-refundable. Faraday may change the SOW Fees, including by adding fees, on a going-forward basis by providing you with at least thirty (30) days prior written notice of the change to the SOW Fees. If you do not agree to the change in SOW Fees, you may terminate the Statement of Work to which the change applies by providing Faraday with written notice of termination within thirty (30) days of your receipt of notice of the change. Unless otherwise provided in the applicable Statement of Work, all fees will be due and payable within thirty (30) days of your receipt of an invoice from Faraday. Any amounts not paid when due shall be subject to finance charges of the lesser of one and one-half percent (1.5%) per month or the highest amount permitted by applicable law. If you fail to pay any amounts when due, in addition to any other rights and remedies available to Faraday, Faraday also reserves the right to suspend its performance of and/or your access to any Service under this Agreement until all payments are brought current. You will pay, or reimburse Faraday for all duties, taxes (other than taxes on Faraday’s income), fees or other amounts assessed or imposed by governmental authorities in relation to the Service. You will promptly reimburse Faraday for all reasonable costs and expenses incurred by Faraday in collecting any past due fees or any interest thereon, including, without limitation, attorneys’ fees, court costs, and collection agency fees.
4. User Subscriptions; Service Use
4.1 Users. The Service may be accessed only by your employees and by your authorized agents who have agreed in writing to be bound by the terms and conditions of the Agreement (collectively, “Users”). You shall be solely responsible for the actions and inactions of your Users.
4.2 Service. The Service and Materials (as defined herein) may be used solely by your Users, for your business and for assisting you in improving customer acquisition for products and services sold directly by you. You hereby represent and warrant that neither you nor your Users will utilize any data, analytical results or content provided by the Service on behalf or for the benefit of any third party without the prior written consent of Faraday.
5. User Data
5.1 User Data. Certain features of the Service may permit users to upload data regarding their sales, customers and business (“User Data”). You retain copyright and any other proprietary rights that you may hold in your User Data.
5.2 User Data Representations and Warranties. You are solely responsible for your User Data and the consequences of posting or publishing User Data. By uploading or otherwise providing User Data, you affirm, represent, and warrant that:
a. you lawfully acquired all User Data, including, without limitation, in compliance with the CAN-SPAM Act and related laws, and are the creator and owner of, or have the necessary licenses, rights, consents, and permissions, to use and to authorize Faraday to use and distribute your User Data as necessary to exercise the licenses granted by you in the Agreement and in the manner contemplated by Faraday, the Service, and these Terms; and
b. your User Data, and the use of your User Data as contemplated in the Agreement, does not and will not: (i) 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; or (ii) cause Faraday to violate any law, rule or regulation.
5.3 User Data. Faraday may, at any time and without prior notice, screen, remove, edit, or block any User Data that, in our sole judgment, violates these Terms, is inaccurate, outdated, or otherwise objectionable. If notified that User Data allegedly does not conform to these Terms, including any notice under the Digital Millennium Copyright Act (DMCA), we may investigate the allegation and determine, in our sole discretion, what action to take, which may include terminating accounts of repeat infringers and/or removing User Data, which we reserve the right to do at any time and without notice.
6. Prohibited Conduct
YOU AGREE NOT TO:
6.1 use the Service for any illegal purpose or in violation of any local, state, national, or international law, including, without limitation, the Fair Credit Reporting Act and the CAN-SPAM Act;
6.2 violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;
6.3 post, upload, or distribute any User Data or other content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, pornographic, harassing, threatening, hateful, or otherwise inappropriate;
6.4 use any consumer data provided to you by Faraday: (a) as a factor in establishing an individual’s eligibility for credit or insurance; (b) in evaluating an individual for employment purposes; (c) in connection with a determination of an individual’s eligibility for a license or other benefit granted by a governmental authority; (d) in a way that would cause the consumer data provided by Faraday to constitute a “consumer report” under the Fair Credit Reporting Act, 15 U.S.C. § 1681 et seq.; (e) in any other manner that would cause such use of the Materials to be construed as a consumer report by any authority having jurisdiction over any of the Parties; or (f) other than in accordance with the Direct Marketing Association’s Guidelines, as may be updated from time-to-time;
6.5 use the Service or any customer data provided by Faraday for the transmission of “junk mail”, “spam”, “chain letters”, “phishing” or unsolicited mass distribution of email;
6.6 interfere with security-related features of the Service, including by: (a) disabling or circumventing features that prevent or limit use or copying of any content; or (b) reverse engineering, disassembling, decompiling or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
6.7 interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (a) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (b) making any unsolicited offer or advertisement to another user of the Service; (c) attempting to collect, personal information about another user or third party without consent; or (d) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service, or violating any regulation, policy, or procedure of any network, equipment, or server;
6.8 perform any fraudulent activity, including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth;
6.9 sell or otherwise transfer the access granted under the Agreement to the Service or any Materials (as defined herein) or any right or ability to view, access, or use the Service or any Materials;
6.10 use the Service or any Materials to create or assist any third party in creating a service that is competitive with the Service; or
6.11 attempt to do any of the acts described in this Section 6, or assist or permit any person in engaging in any of the acts described in this Section 6.
7. Third-Party Services and Linked Accounts
7.1 Faraday may provide tools through the Service that enable you to export information, including User Data and content, to third-party services. By using one of these tools, you agree that we may transfer that information to the applicable third-party service. Third-party services are not under our control, and we are not responsible for any third-party service’s use of your exported information.
7.2 The Service may also contain links to third-party websites. Linked websites are not under our control, and we are not responsible for their content.
7.3 Faraday may allow you to link your account(s) on the Service to your accounts on certain third-party services, such as LinkedIn or Facebook (“Linked Accounts”). If you link your account on the Service to a Linked Account, you are authorizing Faraday to store and use your access credentials to access your Linked Account on your behalf as your agent to integrate your experience with the Service with content, information, and features available through such Linked Account. This may include transmission, storage, and retrieval of documents from your Linked Accounts. Linking, accessing or using a third-party service through the Service in this manner may be subject to additional terms established by the applicable third-party service, and it is your sole responsibility to ensure that you have a valid and continuing right to use your Linked Accounts, and that you comply with such third-party service terms and policies.
8. Termination of Use; Discontinuation and Modification of the Service
8.1 If you fail to cure a violation of any provision of the Agreement within fifteen days (15) days of your receipt of written notice from us describing the violation, then we may terminate the Agreement or the Statement of Work to which the violation relates. In addition, if you violate any provision of the Agreement, we may automatically suspend your access to the Service. We may also terminate the Agreement at any time, with or without cause, by providing you with at least thirty (30) days prior written notice of such termination. We reserve the right to modify the Service at any time (including by limiting or discontinuing certain features of the Service) without notice to you, provided that, if such modification materially adversely effects your ability to access or use the Service, you may terminate the Agreement upon written notice to us within thirty (30) days of the date of such modification.
8.2 In the event of any termination of the Agreement, your right to access and/or use the Service shall immediately terminate and you shall return to us or destroy all Materials. Any provisions of the Agreement which by their nature or express terms should survive termination or expiration shall survive termination or expiration including, without limitation, Section 3 and Sections 5 through 22 of these Terms. All pre-paid fees are non-refundable unless the Service is terminated by us without cause, in which case we will refund any unused pre-paid fees to you.
9. Privacy Policy
Please read the Faraday Privacy Policy carefully for information relating to our collection, use, storage and disclosure of your personal information. The Faraday Privacy Policy, which is available at https://faraday.ai/legal#privacy, is incorporated by this reference into, and made a part of, these Terms.
10. Ownership; Proprietary Rights
10.1 The Service. The Service is owned and operated by Faraday. The visual interfaces, graphics, design, compilation, information, data, results, computer code (including source code or object code), products, software, services, the terms and conditions of the Agreement and all other elements of the Service (“Materials”) are protected by intellectual property and other laws. All Materials contained in the Service are the property of Faraday or our third-party licensors. Except as expressly authorized by the Agreement, you may not make use of the Materials. The Materials are the confidential information of Faraday and you will not disclose the Materials to any third party other than Users without the express written consent of Faraday. Faraday reserves all rights to the Materials not granted expressly in the Agreement.
10.2 Limited License. By uploading or otherwise providing User Data, you grant Faraday a worldwide, perpetual, non-exclusive, royalty-free right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify, and distribute your User Data, in whole or in part, in any media formats and through any media channels (now known or hereafter developed). In connection with the license in this paragraph, Faraday covenants that it shall (i) use User Data for the purpose of providing the Service or (ii) use User Data in a de-identified format for the purposes of aggregating with other data to calculate, model, and analyze trends, events, costs, and outcomes in connection with the Service.
11. Client Indemnity
You agree that you will be responsible for your use of the Service, and you agree to defend and indemnify Faraday and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “Faraday Entities”) from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or in any way connected with: (a) your violation of any portion of the Agreement, any representation, warranty, or agreement referenced in the Agreement or any applicable law or regulation; (b) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (c) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim.
12. Faraday Indemnity
12.1 Infringement Claim. Faraday shall indemnify and defend, or at its option, settle, any claim, suit or proceeding brought against you based on an allegation that use of the Service by you as authorized in this Agreement infringes upon any United States patent or any copyright or violates any trade secret rights of any third party (each an “Infringement Claim”), provided that you promptly notify Faraday in writing of your notification or discovery of an Infringement Claim such that Faraday is not prejudiced by any delay of such notification. Faraday shall pay any damages finally awarded against you in such Infringement Claim and the reasonable costs associated with the settlement of any Infringement Claim. In no event shall Faraday be liable for any other losses arising from any Infringement Claim. Faraday shall have sole control over the defense or settlement of any Infringement Claim, and you will provide reasonable assistance in the defense of same (Faraday will reimburse you for reasonable expenses incurred in providing such assistance).
12.2 Infringement Cures. Following notice of any Infringement Claim, or if Faraday believes such a claim is likely, Faraday will, at its sole expense and option: (i) procure for you the right to continue to use the allegedly infringing Service; (ii) replace or modify the allegedly infringing Service to make it non-infringing; or (iii) cancel the allegedly infringing Service (with you retaining no right to continue to access or use the allegedly infringing Service) and refund any fees paid by you to Faraday to access and use the cancelled Service during time periods after the date of cancellation.
12.3 Limitation. Faraday assumes no liability, and shall have no liability for any Infringement Claim based on: (i) your use of any Service after notice that you should cease use of such Service due to an Infringement Claim; (ii) any modification of the Service by you or at your direction; or (iii) your combination of the Service with any programs, data (including any User Data), software, hardware, business processes or other materials not specifically provided by Faraday, if such Infringement Claim would have been avoided by the exclusive use of the Service alone. THE FOREGOING STATES YOUR EXCLUSIVE REMEDY WITH RESPECT TO ANY INFRINGEMENT CLAIM.
13. Disclaimers; No Warranties
THE SERVICE AND ALL DATA, ANALYTICAL RESULTS OR CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. USER DATA AND ANY DATA, ANALYTICAL RESULTS and CONTENT AVAILABLE THROUGH THE SERVICE MAY BE LOST IN CONNECTION WITH USE OF THE SERVICE. THE FARADAY ENTITIES MAKE NO WARRANTY AS TO THE ACCURACY OF ANY DATA, ANALYTICAL RESULTS OR CONTENT PROVIDED THROUGH THE SERVICE, AND DISCLAIM ANY ENHANCED ABILITY TO VERIFY THAT ANY SUCH DATA, ANALYTICAL RESULTS OR CONTENT ARE UP-TO-DATE. THE FARADAY ENTITIES DISCLAIM ALL OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS, DATA AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING, WITHOUT LIMITATION: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. THE FARADAY ENTITIES DO NOT WARRANT THAT THE SERVICE, OR ANY PORTION OF THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR ANY DATA, ANALYTICAL RESULTS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE Faraday ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE, YOUR DEALING WITH ANY OTHER SERVICE USER, AND ANY DATA, ANALYTICAL RESULTS OR CONTENT AVAILABLE THROUGH THE SERVICE. YOU UNDERSTAND AND AGREE THAT YOU USE THE SERVICE, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN DATA, ANALYTICAL RESULTS OR CONTENT THROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF THAT DATA, ANALYTICAL RESULTS OR CONTENT.
14. Limitation of Liability
IN NO EVENT WILL THE FARADAY ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO THE AGREEMENT, YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY FARADAY ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
YOU AGREE THAT THE AGGREGATE LIABILITY OF THE FARADAY ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE AGREEMENT, YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE, ANY PORTION OF THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO FARADAY FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE CLAIM; OR (B) $100.
EACH PROVISION OF THE AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS UNDER THE AGREEMENT BETWEEN THE PARTIES. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THE AGREEMENT. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
15. Dispute Resolution and Arbitration
15.1 Generally. You and Faraday agree that every dispute arising in connection with the Agreement will be resolved by binding arbitration. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of the Agreement, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of the Agreement. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THE AGREEMENT YOU AND FARADAY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
15.2 Exceptions. Despite the provisions of Section 15.1, the Parties agree that nothing in the Agreement will be deemed to waive, preclude, or otherwise limit the right of either Party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; (d) to file suit in a court of law for breach by you of the payment provisions of Section 3 ; or (e) to file suit in a court of law to address an intellectual property infringement claim.
15.3 Arbitrator. Any arbitration between you and Faraday will be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Faraday.
15.4 Notice; Process. A Party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail or Federal Express (signature required), or if we do not have a physical address on file for you, by electronic mail (“Notice”). Faraday’s address for Notice is: Faraday, Inc., 431 Pine St, Suite 113, Burlington, VT 05401. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). Both Parties agree to use good faith efforts to resolve the claim directly, but if an agreement is not reached within 30 days after the Notice is received, you or Faraday may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Faraday must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If a dispute between you and Faraday is finally resolved through arbitration in your favor, Faraday will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by Faraday in settlement of the dispute prior to the arbitrator’s award; or (iii) $1,000.
15.5 Fees. If you commence arbitration in accordance with these Terms, Faraday will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Chittenden County, Vermont. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either Party made within 14 days of the arbitrator’s ruling on the merits.
15.6 No Class Actions. YOU AND FARADAY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Faraday agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
15.7 Enforceability. If Section 15.6 is found to be unenforceable or if the entirety of this Section 15 is found to be unenforceable, then the entirety of this Section 15 will be null and void and, in that case, the Parties agree that the exclusive jurisdiction and venue described in Section 18 will govern any action arising out of or related to the Agreement.
16. Consent to Electronic Communications
You consent to receiving certain electronic communications from us, as further described in our Privacy Policy. Please read our Privacy Policy to learn more about your choices regarding our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically to the email address set forth on the signature page to the Order Form will satisfy any legal communication requirements, including that those communications be in writing.
17. Independent Contractors
The relationship of you and Faraday is that of independent contractors, and neither you nor Faraday is an employee, agent, partner or joint venturer of the other.
18. Governing Law and Jurisdiction
The Agreement shall be governed by and construed under the laws of the State of Vermont without regard to conflict of laws provisions. Subject to Section 15, the federal and state courts located in Vermont shall have exclusive jurisdiction and venue to adjudicate any dispute arising out of the Agreement. Each Party hereto expressly consents to the personal jurisdiction of the courts of Vermont and service of process being effected upon it by certified mail, return receipt requested, sent to the address set forth on the signature page of the Order Form.
19. Attorneys’ Fees
If any action, suit, or other legal or administrative proceeding is instituted or commenced by either party against the other party arising out of or relating to this Agreement, then the substantially prevailing party shall be entitled to recover its reasonable attorneys' fees and court costs from the substantially non-prevailing party.
20. Limitation on Claims
No action arising under or in connection with the Agreement may be brought by Client more than two (2) years after Client becomes aware of or should reasonably become aware of the occurrence of events giving rise to the cause of action.
21. Force Majeure
Any Party hereto will be excused from performing its obligations under the Agreement as a result of an act of God, war, utility or communication failures, or other causes beyond the Party’s reasonable control. Both Parties will use reasonable efforts to mitigate the effect of a force majeure event.
22. Miscellaneous
The Agreement represents the entire and exclusive understanding and agreement between you and Faraday regarding the subject matter thereof and supersedes and overrides all prior agreements on the same subject matter. The Agreement shall not be modified other than in accordance with the Terms and/or by a writing signed by you and Faraday. If there is any conflict between the Order Form, the Terms and the Statements of Work, then the terms of each document will take precedence in the following order: first, the Order Form; second, the Terms; and third, the Statements of Work. You may not assign or transfer the Agreement or any of your rights or obligations under the Agreement, in whole or in part, by operation of law or otherwise, without Faraday’s prior written consent. The failure to require performance of any provision of the Agreement will not affect a Party’s right to require performance at any other time after that, nor will a waiver by a Party of any breach or default of the Agreement, or any provision of the Agreement, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in the Agreement is for convenience only and will not have any impact on the interpretation of any provision. If any part of the Agreement is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect. The Agreement may be executed in two or more counterparts (including via .pdf or similar electronic transmission), each of which will be deemed an original and all of which together will constitute one and the same instrument.
Privacy policy
Last updated: Jun 30, 2026
Faraday, Inc. (“we,” “us,” “our,” “Faraday”) understands that people who use our services value privacy. This Privacy Policy describes how we collect, use, process, and share information that we collect or that you provide through our website at Faraday.io and all related web sites (collectively, the “Sites”), networks, embeddable widgets, downloadable software, mobile applications (including tablet applications), and other services provided by us and on which a link to this Privacy Policy is displayed (collectively, together with the Sites, our “Services”) as well as from our customers, third parties, and business-to-business lead generation sources. This Privacy Policy also identifies rights consumers may have to control how their information is used and shared.
PLEASE READ THIS PRIVACY POLICY CAREFULLY TO UNDERSTAND HOW WE HANDLE YOUR INFORMATION. By using our Services, you are expressly and voluntarily accepting the terms and conditions of this Privacy Policy and our Terms of Service.
Faraday provides a variety of data marketing and consumer analytics products, technologies, and services designed to provide data intelligence and insights for our clients (“Clients”).
Our Sites are designed for our Clients, prospective clients, and others who want to learn about our Services. We address the information we collect and use from the Sites and business-to-business lead generation sources in Section 4 of this Privacy Policy.
When we handle information on behalf of Client related to their customers and other individuals (“Customers”), we do so as a service provider. We address these practices separately in Section 5 of this Privacy Policy.
1. Information That We Collect and the Ways We Use It
In order to provide our Services, we obtain information about you through the means discussed below. In addition to the purposes set out below, we may use all or a combination of this information to detect or prevent fraud, and to defend our legal rights and comply with the law. Faraday also receives information through its Sites and from business-to-business lead generation sources. We describe that information in Section 4. We may combine the information that we collect through the Services with information that we collect automatically or receive from other sources. We share and disclose the information we collect as described in Section 2.
Categories of information collected | Purposes of use (see table below for additional information) | Sources of information |
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Commercial or transaction information, e.g., records of personal property, products or services purchased, obtained, or considered, or other purchasing or consuming histories or tendencies |
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Demographic and statistical information, e.g., age, date of birth, size for apparel, race, religion, military or veteran status, ancestry, national origin, religion, ethnicity, political opinions, criminal history, medical condition and history, medical products used, marital status, and gender |
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Education information, e.g., educational history and academic record |
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Geolocation information, e.g., city, state, ZIP code, and precise location |
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Inferences, e.g., inferences drawn from any of the information identified in this subdivision to create a profile about a consumer reflecting the consumer’s preferences, characteristics, psychological trends, preferences, predispositions, behavior, attitudes, intelligence, abilities, and aptitudes |
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Personal identifiers, e.g., name, postal address, telephone number, and email address |
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The following table provides additional information about the purposes for collecting and using your information
Purposes of Use |
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Data marketing services, for example:
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Online targeting, for example:
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Additional marketing services, for example:
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Operate our Services, for example:
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2. How We Share Information with Third Parties
We will share the information collected from and about you for the various business purposes described above in Section 1, both with service providers and with third parties including our Clients. The table below shows how and with whom we may share or disclose personal information, and whether (based on the CCPA’s definition of “sell”) we believe we have “sold” a particular category of information in the prior 12 months. Additional more general disclosure practices are also described below the table. In addition to the following, we may share the information with any other party with your prior consent.
Categories of information collected | Whether We “Sold” This Information in the Last 12 Months | Third Parties To Whom We Disclose Personal Information |
|---|---|---|
Commercial or transaction information, e.g., records of personal property, products or services purchased, obtained, or considered, or other purchasing or consuming histories or tendencies | Yes |
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Demographic and statistical information, e.g., age, date of birth, size for apparel, race, religion, military or veteran status, ancestry, national origin, religion, ethnicity, political opinions, criminal history, medical condition and history, medical products used, marital status, and gender | Yes |
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Education information, e.g., educational history and academic record | Yes |
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Geolocation information, e.g., city, state, ZIP code, and precise location | Yes |
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Inferences, e.g., inferences drawn from any of the information identified in this subdivision to create a profile about a consumer reflecting the consumer’s preferences, characteristics, psychological trends, preferences, predispositions, behavior, attitudes, intelligence, abilities, and aptitudes | Yes |
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Personal identifiers, e.g., name, postal address, telephone number, and email address | Yes |
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We also may share any of the personal information we collect as follows:
Sharing on Behalf of Our Clients: In addition, we may share personal information with third parties at the direction of our Clients. For example, when directed by a Client, we may share personal information with an email marketing service provider who will conduct marketing on behalf of the Client.
Sharing for Legal Purposes: We may share personal information with third parties in order to: (a) comply with legal process or a regulatory investigation (e.g. a subpoena or court order); (b) enforce our Terms of Service, this Privacy Policy, or other contracts with you, including investigation of potential violations thereof; (c) respond to claims that any content violates the rights of third parties; and/or (d) protect the rights, property or personal safety of us, our platform, our clients, our agents and affiliates, its users and/or the public. We likewise may provide information to other companies and organizations (including law enforcement) for fraud protection, and spam/malware prevention, and similar purposes.
Sharing In Event of a Corporate Transaction: We may also share personal information in the event of a major corporate transaction, including for example a merger, investment, acquisition, reorganization, consolidation, bankruptcy, liquidation, or sale of some or all of our assets, or for purposes of due diligence connected with any such transaction.
Sharing With Service Providers: We share any personal information we collect with our service providers, which may include (for instance) providers involved in tech or customer support, operations, web or data hosting, billing, accounting, security, marketing, data management, validation, enhancement or hygiene, or otherwise assisting us to provide, develop, maintain and improve our services. We rely on a limited set of sub-processors — including Google Cloud and Amazon Web Services for hosting, storage, and compute — to operate the Services. A current list of our sub-processors is maintained at https://faraday.ai/security.
Aggregate and Deidentified Information: We may aggregate and/or de-identify any information collected so that such information can no longer be linked to you or your device (“Aggregate/De-Identified Information”). We may use Aggregate/De-Identified Information for any purpose, including without limitation for research and marketing purposes, and may also share such data with any third parties, including advertisers, promotional partners, and sponsors, in our discretion.
3. Cookies and Similar Technologies
a. Cookies and How We Use Them
Faraday and its business partners use certain industry-standard technologies, including cookies and similarly functional technologies, which we describe below. (We use these technologies on our website, for instance, and our partners may use these technologies in their own marketing services.)
We may work with third parties to provide or enhance our Services (e.g. for purposes of tailoring ads, or placing browser cookies), or to offer marketers ways to access or use our Information, often in de-identified form. These partners may set and access their own cookies, pixel tags and similar technologies on your device, which may have cookies with varying expiration periods. Those partners may, likewise, collect various types of information about your browser, device, or browsing activities through use of these cookies.
Cookies, in turn, are small data files that contain a string of characters, such as a unique browser identifier. Cookies are stored on your computer or other device and act as tags that identify your device. Our (or other companies’) servers send your device a cookie when you visit a website. A pixel tag (also commonly known as a web beacon or clear GIF) is an invisible 1 x 1 pixel that is placed on certain web pages. When you access web pages (such as the website of a marketer), pixel tags may generate a generic notice of the visit and permit our partners (or sometimes, us) to read the cookies that a respective company or server has deployed. Pixel tags are used in combination with cookies to track the activity on a site by a particular device. When you turn off cookies, pixel tags simply detect a given website visit.
We or our service providers, and other online marketing platforms that we or they work with, may use cookies to, among other things, “remember” you, determine visitor patterns and trends, collect information about your activities on our clients’ sites, or interact with the advertising you see. Cookies are used in this way to provide relevant content to you and replace non-relevant communications with ads that better match your interests.
When you visit or log in to our website, cookies and similar technologies may be used by our online data partners or vendors to associate these activities with other personal information they or others have about you, including by association with your email or home address. We (or service providers on our behalf) may then send communications and marketing to these email or home addresses. You may opt out of receiving this advertising by visiting https://app.retention.com/optout.
b. Disabling Cookies
Most web browsers are set up to accept cookies. You may be able to set your browser to warn you before accepting certain cookies or to refuse certain cookies. However, if you disable the use of cookies in your web browser, some features of our website and other services may be difficult to use or become inoperable.
c. Notice Concerning Do Not Track
Do Not Track (“DNT”) is a privacy preference that users can set in certain web browsers. We are committed to providing you with meaningful choices about the information collected on our website for third-party purposes, which is why we describe a variety of opt-out mechanisms in this Privacy Policy. However, we do not currently recognize or respond to browser-initiated DNT signals. Learn more about Do Not Track.
4. Data Collected Through Our Sites and Business-to-Business Relationships
We will sometimes give you the opportunity to provide information directly to us through our corporate Websites – such as if you are a business interested in a relationship with us. Additionally, as you interact with our Sites, we may use (or engage with business partners and vendors that use) automatic data collection technologies, such as cookies (described above) to collect certain information about your equipment, browsing actions, and patterns. Our data collection practices concerning our Sites are included in the following table:
Categories of information collected | Purposes of collection and use | Sources of information |
|---|---|---|
Business contact information, e.g., email address, name, postal address, phone number, job title |
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Device information and identifiers, e.g., online cookies identifiers, IP addresses, email address |
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Internet or other electronic network activity information, e.g., browsing history; search history; online interests, such as information about categories of consumer interests derived from online usage; and information on a consumer's interaction with a website, application, or advertisement. |
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Customer service information |
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Other information consumers choose to directly provide to us, including for billing purposes |
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As with the information we use within our products and services, we also may share any of the personal information we collect on or through our Website(s) as follows:
Sharing for Legal Purposes: In addition, we may share personal information with third parties in order to: (a) comply with legal process or a regulatory investigation (e.g. a subpoena or court order); (b) enforce our Terms of Service, this Privacy Policy, or other contracts with you, including investigation of potential violations thereof; (c) respond to claims that any content violates the rights of third parties; and/or (d) protect the rights, property or personal safety of us, our platform, our Clients, our agents and affiliates, its users and/or the public. We likewise may provide information to other companies and organizations (including law enforcement) for fraud protection, and spam/malware prevention, and similar purposes.
Sharing In Event of a Corporate Transaction: We may also share personal information in the event of a major corporate transaction, including for example a merger, investment, acquisition, reorganization, consolidation, bankruptcy, liquidation, or sale of some or all of our assets, or for purposes of due diligence connected with any such transaction.
Sharing With Service Providers: We share any personal information we collect with our service providers, which may include (for instance) providers involved in tech or customer support, operations, web or data hosting, billing, accounting, security, marketing, data management, validation, enhancement or hygiene, or otherwise assisting us to provide, develop, maintain and improve our services.
Aggregate and Deidentified Information: We may use Aggregate/De-Identified Information for any purpose, including without limitation for research and marketing purposes, and may also share such data with any third parties, including advertisers, promotional partners, and sponsors, in our discretion.
5. Client Information
Faraday, as a service provider, provides its Clients with data modeling and customer insight software and services. For instance, Clients leverage Faraday to recommend specific products to their Customers or determine who to market to through online or offline channel. When our Clients provide us with information relating their Customers or other individuals, we handle it on behalf of our Clients as a service provider.
Our Clients determine how to engage with Customers and thus act as the business that determines the purposes and means of handling Customer data. Customers are ultimately subject to the privacy policy(ies) of the Clients controlling their data, and they should read those policy(ies) carefully. We are not responsible for the privacy practices of our Clients. Accordingly, this Privacy Policy and the rights granted herein (for instance in Section 10) do not apply to data that Faraday handles on behalf of its Clients.
As a service provider, Faraday may only process Client’s data upon instruction from the respective Client. Accordingly, Faraday only shares or discloses Customer data to service providers, Clients, and Client’s service providers per the Client’s instructions. Faraday may also share Customer data (1) to comply with applicable laws and regulations or to respond to a subpoena, search warrant or other lawful request for information received by us, whether or not a response is required by applicable law; (2) to enforce our terms of use and other agreements or to protect our rights; and (3) to protect the safety of members of the public and users of the Services.
While Faraday strongly encourages its Clients to adopt responsible approaches to its marketing practices, Faraday is not responsible for the information practices of such Clients.
6. Third Party Links and Features
The Services may contain links to third-party services, and you may also be able to integrate our Services with third-party services. If you choose to use these third-party services or features, you may disclose your information not just to those third parties but also to their users and the public more generally, depending on how their services function. Faraday is not responsible for the content or practices of such third-party services. The collection, use, and disclosure of your information will be subject to the privacy policies of the third-party services, and not this Privacy Policy. We urge you to read the privacy and security policies of these third parties.
7. Children’s Privacy
The Services are not intended for children under 13 years of age and we do not knowingly collect, maintain, or use personal information from children under 13 years of age. We will take reasonable steps to delete personal information (as defined by the United States Children’s Online Privacy Protection Act) as soon as reasonably possible if we learn that we have inadvertently collected it from children under the age of 13 without parental consent.
If you learn that your child has provided us with personal information without your consent, you may alert us at privacy@faraday.io. If we learn that we have collected any personal information from children under 13, we will promptly take steps to delete such information and terminate the child’s information.
8. Security and Data Integrity
Faraday takes steps to help ensure that the data we possess is housed and transmitted securely. This may include various types of physical and electronic security, including firewall protections, encryption, hashing or truncation of data, and access controls to personal information. While neither we nor any platform can guarantee 100 percent safety from hacks or illegal intrusion, we employ efforts that are designed to ensure that this does not occur. By using our Services, you acknowledge and accept that we cannot guarantee the security of your information and that use of our Services is at your own risk.
You are responsible for keeping your login information confidential. We ask you not to share your login credentials with anyone.
9. Data Retention
We retain personal information only as long as needed for the purposes described in this Policy, after which we delete or de-identify it.
- Consumer/marketing data sourced from our data compilers and other sources is retained for the term of our license to it and refreshed or expired on our providers' cadence; individuals may request deletion via our privacy portal (see "Your Rights and Marketing Choices").
- Client data (data we process on behalf of Clients) is retained per our agreement with the Client and deleted within 7 of contract or account termination, or sooner on Client instruction.
- Account, authentication, and operator data (including identifiers used to sign in to and operate the Services, such as through our AI-assistant integrations) is retained for the life of the account and deleted within 7 of account closure.
- Operational logs and security telemetry are retained for 36 months.
- Non-US (including European) personal data is deleted as soon as it is recognized as such (see "Security and Data Integrity").
10. AI Assistants and Programmatic Integrations
Faraday offers a Model Context Protocol (MCP) server and similar integrations that let authorized users operate their Faraday account through third-party AI assistants and developer tools (for example, ChatGPT, Claude, and Cursor). When you connect such a tool:
- Authentication. You must already have a Faraday account. You sign in to Faraday via OAuth. We receive and store the authorization tokens needed to act on your behalf; we never receive your Faraday credentials from the AI tool.
- Inputs. The integration acts only within the Faraday account you authorize. It can read your account's configuration and metadata (connections, datasets and their schemas and statistics, audiences, models, and deployments) and the instructions you provide.
- Outputs. Our configuration and analysis tools return configuration, metadata, model results, and operational status, and do not return raw consumer records. Our identity-resolution and enrichment capabilities (such as the Faraday Lookup API and lookup tools) are, by contrast, designed to return information about a specific person at your request — including identifiers, contact details, and the consumer attributes described in Section 1. That output is consumer personal information and is handled as described in this Policy.
- Client data. Any consumer data processed through the integration on behalf of a Client remains subject to the "Client Information" section of this Policy, the Client's own privacy policy, and a data processing agreement (“DPA”).
- Third-party tools. Your use of a third-party AI assistant is governed by that provider's terms and privacy policy; we are not responsible for how that provider handles data you submit to it.
11. Changes to this Privacy Policy
We reserve the right to amend this Privacy Policy at any time. We will make the revised Privacy Policy accessible through the Services, so you should review the Policy periodically. You can know if the Privacy Policy has changed since the last time you reviewed it by checking the “Effective Date” at the beginning of this Privacy Policy. If we make a material change to this Privacy Policy, we will provide you with notice in accordance with legal requirements. By continuing to use the Services, you are confirming that you have read and understood the latest version of this Privacy Policy.
12. Your Rights and Marketing Choices
a. Legal Rights and Opt-Out Choices
You may have certain legal rights in relation to your personal information that we maintain.
If we market to you by email, in our corporate capacity – such as if you are a Client or prospective client and we send information about our Services – you may “unsubscribe” from our marketing emails through a link placed in your emails. You may also request to be removed from future email messages by emailing us at privacy@faraday.io or by writing to us at the address given at the end of this policy. Removing your name from the email list may take a reasonable amount of time. Please note that, regardless of your request, we may still use and share certain information as permitted by this Privacy Policy or as required by applicable law. For example, you may not opt out of certain operational emails, such as those reflecting our relationship or transactions with you.
If you wish to opt out of online targeted ads (sometimes referred to as “interest-based” or “personalized” advertising), you can also visit the opt-out portals operated the industry groups the National Advertising Initiative (NAI) or the Digital Advertising Alliance (DAA), and you can learn more about how those opt-outs work on those linked web pages. Please note that these online opt-outs are cookie-based (unlike Faraday’s direct opt-out). Thus, if you browse the web from multiple browsers or devices, you will need to opt out from each browser and/or device, and for the same reason, if you change browsers or clear your browser cookie cache, you will need to perform this opt-out function again. Opting-out in this way will not prevent you from seeing all types of online ads; it generally will prevent targeted ads customized to what advertisers think may be most likely to be relevant and of interest to you.
b. Privacy Rights for California Residents
If you are a California resident, California law requires us to provide you with some additional information regarding your rights with respect to your “personal information” (as defined in the California Consumer Privacy Act (“CCPA”)). Please do not rely on the below information and disclosures in this Section 10(b) or otherwise directed to California residents if you are not a resident of California.
i. Your California Privacy Rights
CCPA Rights Disclosure. If you are a California resident, the CCPA allows you to make certain requests about your personal information. Specifically, the CCPA allows you to request us to:
- Inform you about the categories of personal information we collect or disclose about you; the categories of sources of such information; the business or commercial purpose for collecting your personal information; and the categories of third parties with whom we share/disclose personal information.
- Provide access to and/or a copy of certain personal information we hold about you.
- Delete certain personal information we have about you.
- Provide you with information about the financial incentives that we offer to you, if any.
The CCPA further provides you with the right to not be discriminated against (as provided for in applicable law) for exercising your rights.
Please note that certain information may be exempt from such requests under California law. For example, we need certain information in order to provide the Services. We also will take reasonable steps to verify your identity before responding to a request. In doing so, we may ask you for verification information so that we can match at least two verification points with information we maintain in our files about you. If we are unable to verify you through this method, we shall have the right, but not the obligation, to request additional information from you. You are also permitted to designate an authorized agent to submit certain requests on your behalf. In order for an authorized agent to be verified, you must provide the authorized agent with signed, written permission to make such requests or a power of attorney. We may also follow up with you to verify your identity before processing the authorized agent’s request. If you would like further information regarding your legal rights under California law or would like to exercise any of them, please see https://faraday.ai/privacy-options or call (888) 252-3169.
ii. Notice of Right to Opt Out of Sale of Personal Information
California residents may opt out of the “sale” of their personal information. As a California resident, you are permitted to designate an authorized agent to submit an opt out on your behalf. We may have sold the following categories of information about you: commercial or transaction information, demographic and statistical information, geolocation information, inferences, personal identifiers.
If you would like to opt out of our use of your information for such purposes that are considered a “sale” under California law, you may do so by submitting the Do-Not-Sell form at https://faraday.ai/privacy-options or calling (888) 252-3169. Please note that we do not knowingly sell the personal information of minors under 16 years of age without legally-required affirmative authorization.
iii. California “Shine the Light” Disclosure
The California “Shine the Light” law gives residents of California the right under certain circumstances to request information from us regarding the manner in which we share certain categories of personal information (as defined in the Shine the Light law) with third parties for their direct marketing purposes. See the “Contact Us” section below for where to send such requests.
California law also gives residents the right to: (1) request that we provide you with information about the financial incentives that we offer to you and (2) not be discriminated against (as provided for in applicable law) for exercising certain of your rights.
c. Privacy Rights for Nevada Residents
Under Nevada law, certain Nevada consumers may opt out of the sale of “personally identifiable information” for monetary consideration to a person for that person to license or sell such information to additional persons. “Personally identifiable information” includes first and last name, address, email address, phone number, Social Security Number, or an identifier that allows a specific person to be contacted either physically or online.
We do not engage in such activity; however, if you are a Nevada resident who has purchased or leased goods or services from us, you may submit a request to opt out of any potential future sales under Nevada law by submitting the Do-Not-Sell form at https://faraday.ai/privacy-options or calling (888) 252-3169. Please note we will take reasonable steps to verify your identity and the authenticity of the request. Once verified, we will maintain your request in the event our practices change.
d. Privacy Rights and Choices With Regard to Information Provided by a Client
As further explained in Section 5, with regard to personal information provided to us by one of our Clients, we act as a service provider, and consumers should direct requests to exercise applicable rights to the Client on whose behalf we handle the data. If we receive a request from a consumer directly in relation to information provided by a Client, we will refer that
13. International Visitors
Our Sites and Services are hosted in the United States and generally are intended for United States visitors. If you visit from the European Union or other regions with laws governing data collection and use that may differ from United States law, please be aware that you are transferring personal information to the United States. The United States does not have the same data protection laws as the European Union and other jurisdictions. By providing personal information to us, You consent to the transfer of it to the United States and the use of it in accordance with this Privacy Policy and applicable law.
14. Contact Us
Please contact us with any questions or comments about this Privacy Policy, your personal information, our use and disclosure practices, or your rights by email at privacy@faraday.io. This email cannot be used for opt-out or do-not-sell requests.
Faraday, Inc.
PO Box 17
Waterbury Ctr., VT 05677
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