Navan Website Terms of Use

Effective December 05, 2024

Please read these website terms of use (“Terms”) carefully. These Terms govern your use of the Navan, Inc. (“Navan”) websites, including https://navan.com/ or successor site (collectively, including all of the content, data, and other materials featured or displayed through such website, “Site”). 

Please also read Navan’s Privacy Policy and Cookie Policy.  By accessing or using the Site, you agree to these Terms and acknowledge that you have read and understand Navan’s Privacy Policy and Cookie Policy.  If you do not agree to all the terms and conditions of these Terms, you may not use the Site. Navan may modify these Terms at any time by posting an update on the Site, or by sending you a notice via email or other durable means. Your use of the Site following such notification constitutes your acceptance of the modified terms. If at any time you do not agree to these Terms, you must cease using the Site. You will still remain liable for any obligations incurred or charges accrued during your use of the Site.

PLEASE READ THE BINDING ARBITRATION CLAUSE AND CLASS ACTION PROVISIONS BELOW. THESE PROVISIONS AFFECT HOW DISPUTES ARE RESOLVED.

1. Access to Site

Subject to these Terms, Navan grants you a nonexclusive, nontransferable right and license (without right to sublicense) to access and use the Site, solely for your personal, non-commercial purposes. Navan may provide other services upon mutual agreement with you, subject to additional terms. Navan may change, suspend, or discontinue the Site for any reason, at any time, including the availability of any feature or content. Navan may also restrict your access to parts or all of the Site without notice or liability. 

You represent and warrant to Navan that if you are an individual (i.e., not a corporation) you are at least 18 years of age. You also represent and warrant that you are legally permitted to use the Site. If you are entering into these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms, in which case the terms “you” or “your” will refer to such entity. These Terms are void where prohibited by law, and the right to use the Site is revoked in such jurisdictions.

These Terms govern access to the Site.

2. Intellectual Property Rights

As between Navan and you, Navan (or its licensors) is the sole and exclusive owner, and will retain all right, title and interest in and to the Site. You will not own any significant portion of the Site in any form. 

Except as expressly provided in these Terms, you may not modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works based on, distribute, perform, display, or in any way exploit, any aspect of the Site in whole or in part. Additionally, you will not attempt to circumvent any of Navan’s technical measures, or decompile, reverse engineer, or disassemble the Site. You will not copy or store any portion of the Site other than for your personal, noncommercial use without prior written permission from Navan, or from the applicable licensor. All trademarks, service marks, and trade names that appear on the Site are proprietary to Navan or third parties. You will abide by all copyright or intellectual property notices and restrictions contained in the Site.

3. Copyright

In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, Navan has a policy of terminating, in appropriate circumstances and in its sole discretion, users who are deemed to repeatedly infringed any intellectual property rights of others. Navan may also terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

If you think anyone has posted material to the Site that violates any copyrights or other intellectual property right, then you can notify Navan via email at [email protected].  Upon receipt of such complaint, Navan may take whatever action, in its sole discretion, it deems appropriate, in accordance with applicable law (including the Safe Harbor provisions of the DMCA).

Please see 17 U.S.C. §512(c)(3) for notification requirements under the DMCA. Navan may notify users of a claim of copyright infringement by means of a general notice on the Site, an electronic mail, or by written communication.

4. Your Data

For any data (e.g., text, sound, video, or image files) you provide to Navan in connection with your use of the Site (“Data”), you grant Navan a non-exclusive, worldwide, royalty-free, transferable license to use, modify, reproduce, and display such Data (including all related intellectual property rights) to provide and improve Navan’s services. You represent and warrant that you: (i) own all right, title, and interest or possess sufficient license rights, in and to the Data as may be necessary to permit the use contemplated under these Terms; and (ii) you will not contribute any Data that: (a) infringes any intellectual property right, proprietary right, or the privacy or publicity rights of another; (b) is libelous, defamatory, obscene, pornographic, harassing, hateful, offensive or otherwise violates any law; (c) contains a virus, trojan horse, worm, or other computer programming routine or engine intended to detrimentally interfere with any system, data or information; or (d) causes damage to the systems of Navan or its users in any way. If you disclose Data that includes personally identifiable information or information that could be used to identify an individual (“Personal Data”), (i) you represent and warrant that you comply with all applicable laws relating to the collection, use, and disclosure of Personal Data; and (ii) you are responsible for assessing whether or not Navan’s Site is appropriate for your use with respect to your obligations under any applicable laws or regulations (e.g., HIPAA, data privacy laws, etc.).

You bear all responsibility and liability for the accuracy, completeness, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right of the Data and Navan’s access, possession and use as permitted herein.

5. User Submissions; Feedback

Where Navan has specifically invited or requested submissions or comments through the Site, Navan encourages you to submit such content for consideration (“User Submissions”). User Submissions remain the property of the submitting party. By posting content on the Site, you grant Navan a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up worldwide, fully sub-licensable right to use, reproduce, modify, adapt publish, translate, create derivative works from, distribute, perform, and display such content and your name, voice, and/or likeness as contained in your User Submission, in any form throughout the world in any media or technology, and including the right to sublicense such rights. Any such User Submissions are deemed non-confidential.

For any feedback relating to the Site (“Feedback”) that you provide to Navan, you give Navan, without charge, royalties, or other obligation to you, the right to make, have made, create derivative works, use, share, and commercialize the Feedback in any way and for any purpose. Navan will not be required to treat any Feedback as confidential, and will not be liable for any ideas or incur any liability as a result of any similarities that may appear in future services or operations. For clarity, Feedback will not contain confidential information. You will have no intellectual property right in any Navan services or technology as a result of Navan’s incorporation of Feedback.

6. Restrictions

You are responsible for all of your activity in connection with the Site. You may not post or transmit, or cause to be posted or transmitted, any communication designed or intended to obtain password, account, or private information from any Navan user. Navan will not be liable for any failures in the Site or other problems that are related to your Data or any equipment or service outside of Navan’s facilities or control. You will not use any part of the Site to violate the security of any computer network, crack passwords or security encryption codes, transfer or store material that is deemed threatening or obscene, or engage in any kind of illegal activity. You will use the Site only in compliance with all applicable laws (including policies and laws related to spamming, privacy, intellectual property, consumer and child protection, obscenity, or defamation). 

You will not use any robot, spider, scraper, or other automated means to access the Site for any purpose without Navan’s express written permission, nor use the Site in connection with the training of machine learning or a neural network, deep learning or artificial intelligence system or software.

7. Warranty Disclaimer

Navan has no special relationship with or fiduciary duty to you. You acknowledge that Navan has no control over, and no duty to take any action regarding: which end users gain access to the Site; what results you may obtain via the Site; what effects the Site may have on you; how you may interpret or use such results; or what actions you may take as a result of having been exposed to the Site. You release Navan from all liability for your having acquired or not acquired Site and content and results through the Site. Navan does not manage or control any third party business or individual that you may interact with through the Site, and Navan accepts no responsibility or liability for any act or omission by such entity. You hereby waive any and all legal or equitable rights or remedies you have or may have against Navan with respect to acts and omissions by such entities.

Navan makes no representations concerning any content contained in or accessed through the Site, and Navan will not be responsible or liable for the accuracy, compliance, or legality of any material or content contained in or accessed through the Site. Navan does not guarantee that the Site will be accessible at all times, without interruption, or at any given time. THE SITE IS PROVIDED ON AN “AS IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

TO THE FULLEST EXTENT ALLOWED BY LAW, NAVAN DISCLAIMS ANY LIABILITY OR RESPONSIBILITY FOR THE ACCURACY, RELIABILITY, AVAILABILITY, COMPLETENESS, LEGALITY, OR OPERABILITY OF THE MATERIAL PROVIDED THROUGH THE SITE. EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, BY USING THE SITE, YOU ACKNOWLEDGE THAT NAVAN IS NOT RESPONSIBLE OR LIABLE FOR ANY HARM RESULTING FROM: (i) USE OF THE SITE; (ii) DOWNLOADING INFORMATION FROM THE SITE; (iii) UNAUTHORIZED DISCLOSURE OF ANY CONTENT, MATERIAL, OR DATA THROUGH THE SITE; AND (iv) THE INABILITY TO ACCESS OR RETRIEVE ANY DATA FROM THE SITE, INCLUDING, WITHOUT LIMITATION, HARM CAUSED BY VIRUSES OR ANY SIMILAR DESTRUCTIVE PROGRAM.

8. Third Party Sites and Services

Users may gain access to third-party sites on the Internet from the Site. Third-party sites or services are not within the supervision or control of Navan. Navan makes no representations or warranties about any third-party site or resource, and does not endorse the products or services offered by third parties. Navan disclaims all responsibility and liability for content on third-party websites. Third-party providers of ancillary services may require your agreement to additional or different terms prior to your use or access of their sites or services. Any such agreement will in no way modify these Terms. 

9. Indemnity

You will indemnify and hold Navan, its directors, officers, employees, agents, and representatives harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (i) your access to or use of the Site, (ii) your violation of these Terms, (iii) your infringement, or the infringement by any third party using your registration information, of any intellectual property, or other right of any person or entity, including any claims relating to your disclosure of Personal Data to Navan, and (iv) the Data or any other materials you provide to Navan.

10. Limitation of Liability

EXCEPT FOR DAMAGES AND LIABILITIES ARISING FROM: (i) A PARTY’S BREACH OF APPLICABLE LAWS, (ii) ITS INDEMNIFICATION OBLIGATIONS, OR (iii) GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT, IN NO EVENT SHALL EITHER PARTY, ITS DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, MEMBERS, AGENTS AND REPRESENTATIVES BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND OR DAMAGES FOR LOSS OF USE, PROFITS, DATA, IMAGES, OR OTHER INTANGIBLES, OR IN THE CASE OF NAVAN, DAMAGES FOR UNAUTHORIZED USE, NON-PERFORMANCE OF THE SITE, ERRORS OR OMISSIONS. NAVAN’S LIABILITY UNDER THESE TERMS WILL BE LIMITED TO $100 US DOLLARS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. 

11. Termination

These Terms begin effect on the date you first use the Site and continues for as long as you access or use the Site. Navan may terminate or suspend your access to the Site immediately, without prior notice or liability at any time, without notice. Upon any such termination, your right to use the Site, will immediately cease. All provisions of these Terms which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnification obligations, and limitations of liability.

12. Privacy

Please review Navan’s Navan’s Privacy Policy which governs Navan’s use of Personal Data and Data.

13. Binding Arbitration and Class Action Waiver

Any dispute under these Terms will be settled by binding individual arbitration before the American Arbitration Association ("AAA") under the Federal Arbitration Act (“FAA”). All disputes arising under these Terms shall be governed by and interpreted in accordance with the laws of California, without regard to principles of conflict of laws.  The parties agree not to sue in court in front of a judge or jury. Instead, a neutral arbitrator will decide, and the arbitrator’s decision will be final except for a limited right of review under the FAA. Class action lawsuits, class-wide arbitrations, private attorney-general actions, and any other proceeding where someone acts in a representative capacity are not allowed. 

This Section 13 applies to any claim or controversy between the parties, except disputes relating to the enforcement or validity of your or your licensors’ or Navan or Navan’s licensors’ intellectual property rights. These Terms govern, to the extent of conflict with the AAA’s Commercial Arbitration Rules or Consumer Arbitration Rules.

The AAA will conduct all arbitrations under its Commercial Arbitration Rules (or if the value of the dispute is $75,000 or less, the Consumer Arbitration Rules). For more information, see www.adr.org or call 1-800-778-7879. Any in-person hearing will take place in San Francisco, California.

A party must file any claim or dispute (except intellectual property disputes) within one year from when it first could be filed. Otherwise, it’s permanently barred.

If any part of this Section 13 is found to be illegal or unenforceable, the remainder will remain in effect (with an arbitration award issued before any court proceeding begins), except that if a finding of partial illegality or unenforceability would allow class-wide or representative arbitration, Section 13 will be unenforceable in its entirety.

To avoid doubt, this clause 13 is without prejudice to any power of a judicial or administrative authority to require Navan to terminate or prevent an infringement of applicable law. 

14. Miscellaneous

These Terms (including Navan’s Privacy Policy and Cookie Policy) are the complete and exclusive statement of the mutual understanding of the parties with respect to use of the Site and supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms, except if you are accessing the Site to use Navan’s services as authorized in a written agreement between you (or a company authorizing you) and Navan, these Terms will not supersede or cancel that agreement. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable. These Terms are not assignable, transferable or sublicensable by you without Navan’s written consent. 

Users in the EU and the UK should note that any Navan travel services are outside the scope of the Package Travel Directive (Directive (EU) 2015/2302 and any laws and regulations implemented by European member states to give effect to the PTD, and where applicable, the Civil Aviation (Air Travel Organiser's Licensing) Regulations 2012 (together "Package Travel Laws"). As such, these regulations shall not apply to Navan's provision of/and users’ receipt of services.

You may send inquiries regarding these Terms to [email protected].