GooseAI, Inc. Terms of Service (TOS)

Last modified: January 31, 2022

This page contains GooseAI’s key Terms of Service and is a binding contract between GooseAI, Inc. and the Customer as of the creation of the Customer’s account (an “Account”) on the GooseAI cloud platform as a covered service (the “Platform”), which includes all of GooseAI’s websites, services, products and solutions (the “GooseAI Services”).

The TOS is a binding legal contract; the Customer’s acceptance of it is required to use the GooseAI Services. As such, the Customer may only use the GooseAI Services if the Customer agrees that it has read, understood, and consented to be bound by the TOS. By creating an Account and using the Platform and any GooseAI Services, the Customer is representing to GooseAI that:

  • The creation of an Account and use of the Platform and any GooseAI Services is in compliance with all laws, rules and regulations applicable to the Customer.

  • In the case where the Customer is a natural person, they are (a) 18 years of age or older; and (b) have sufficient legal consent, permission and capacity to use the Platform and any GooseAI Services in applicable jurisdiction(s) as determined by the Customer.

  • In the case where a natural person is creating an Account and using the Platform and any GooseAI Services on behalf of a company, organization, or other entity, in those cases, they have the authority to bind that company, organization or other entity to this TOS and they agree to be legally bound by this TOS on behalf of such entity.

There are other contractual documents that apply to the Customer’s use of the Platform and the GooseAI Services, and the terms contained in those documents are incorporated in these TOS. The Customer should review these other documents, which can be found by clicking at the links below:

  • Data Processing Agreement (DPA), which contains the applicable terms for GooseAI processing certain types of data on the Customer’s behalf. The Customer is solely responsible to determine and must alert GooseAI immediately if the Customer is subject to any Data Protection Laws that require the Customer and GooseAI to effectuate a DPA.
  • Acceptable Use Policy (AUP), which sets out prohibited uses of the Platform and the GooseAI Services, and which is effective at the time the Customer creates an Account.
  • Privacy Policy, which outlines how GooseAI may collect, use and/or share Customer Data in connection with performing services.

Payment Terms

All fees for use of the GooseAI Services on the Platform are subject to change.

In connection with your use of the GooseAI Services on the Platform, you will be asked to provide customary billing information such as name, billing address and credit card information either to us or our third-party payment processor(s). You agree to pay us for any and all use of GooseAi Services made in connection with your Account in accordance with these TOS by one of the methods described on the Services, e.g. by credit card. You hereby authorize the collection of such amounts by charging the credit card provided as part of requesting the booking, either directly by us or indirectly, via a third-party online payment processor or by one of the payment methods described on the GooseAI site or application. If you are directed to our third-party payment processor(s), you may be subject to terms and conditions governing use of that third party's service and that third party's personal information collection practices. Please review such terms and conditions and privacy policy before using the GooseAI Services on the Platform.

Payment processing services for Customers on the Platform are provided by Stripe (“Stripe” or “Payment Processor”) and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to use the GooseAI Services, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of the Platform enabling payment processing services through Stripe, you agree to provide the Platform with accurate and complete information about you and your business, and you authorize the Platform to share it and transaction information related to your use of the payment processing services provided by Stripe.

GooseAI is not responsible for the acts or omissions of Payment Processor. Customer agrees to purchase credits for services Customer uses at applicable prices in accordance with these payment terms and Customer authorizes GooseAI and Payment Processor to deduct or charge all such sums (including all applicable taxes) based on the payment method(s) specified in or linked to the Customer’s account ("Payment Methods").

The Customer must provide current, complete and accurate Billing Information, and must promptly update all such information in the event of changes (such as a change in billing address, credit card number, or credit card expiration date). The Customer must promptly notify GooseAI or the Payment Processor if a payment method is canceled (e.g., for loss or theft) or otherwise inoperable.

GooseAI reserves the right to deactivate, terminate, prevent access to, disable services for, and/or suspend or delete a Customer’s account or access to any GooseAI Services at any time for failure to provide accurate, valid and complete Customer information and/or update Payment Methods.

The Customer is responsible for any duties, customs fees, taxes, and related penalties, fines, audits, interest and back-payments relating to Customer’s purchase of any GooseAI Services, including but not limited to national, state or local sales taxes, use taxes, value-added taxes (VAT) and goods and services taxes (GST) (collectively, "Taxes"). Unless otherwise stated, GooseAI’s pricing does not include and is not discounted or enhanced for any such Taxes. If GooseAI becomes obligated to collect or pay Taxes in connection with the purchase of services, those Taxes will be added as part of a charge for services and collected at the time of purchase. In certain states, countries and territories, the purchase of GooseAI Services may be subject to certain Taxes, and if so, GooseAI may collect such Taxes and remit them to the appropriate taxing authority. Customer must also provide any tax identification information that is necessary for compliance with these tax obligations. Customer is solely responsible for any misrepresentations made or non-compliance caused with respect to Taxes.

All credits are revocable for violations, including for abuse, misrepresentation of Billing Information, unauthorized transfer, or illegal conduct by the Customer.

Error Reporting and Feedback

GooseAI welcomes Customer feedback. You can contact us directly at [email protected] with information and feedback concerning errors, suggestions for improvements, ideas, problems, complaints, and other matters related to the GooseAI Services (“Feedback”). You acknowledge and agree that: (i) you shall not retain, acquire or assert any intellectual property right or other right, title or interest in or to the Feedback; (ii) GooseAI may have development ideas similar to the Feedback; (iii) Feedback does not contain confidential information or proprietary information from you or any third party; and (iv) GooseAI is under no obligation to maintain the confidentiality of Feedback. If Customer chooses to provide input and suggestions regarding problems with or proposed modifications or improvements to any of GooseAI’s services (“Feedback”) then Customer hereby grants to GooseAI an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Platform and create other products and services.

Intellectual Property Rights

This TOS does not grant either party any rights, implied or otherwise, to the other's content or any of the other's intellectual property. As between the parties, Customer owns all rights in Customer Data (including all object and source code contained therein), and GooseAI owns all rights in the Services and related software (including third party software)

Customer grants GooseAI permission to include Customer’s name, logos, and trademarks in its promotional and marketing materials and communications.

Subject to Customer’s strict compliance with this TOS, GooseAI grants Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform as described in and subject to this TOS.

Use of Customer Data

“Customer Data” means:

  • All data uploaded by the Customer or a customer of the Customer to the Platform and;
  • All data created by the Customer or a customer of the Customer on the Platform.

GooseAI will only access or use or share Customer Data in accordance with its then current Privacy Policy in effect.

Subject to this TOS, by providing Customer Data to or via the Platform, Customer grants GooseAI a license to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, and distribute Customer Data solely and exclusively for the purpose of providing the GooseAI Services to Customer.

Customer is solely responsible for its Customer Data and agrees that GooseAI is not and will not in any way be liable for Customer Data. By providing Customer Data, Customer affirms, represents and warrants that: (1) its Customer Data and use thereof will not violate this TOS (including the AUP) or any appliable law, regulation, rule or third party rights; (2) Customer is solely responsible for the development, moderation, operation, maintenance, support and use of Customer Data, including when Customer Data is provided by Customer’s end users; (3) Customer’s Customer Data and its use thereof 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; (ii) slander, defame, libel, or invade a right of privacy, publicity or other property rights of any other person; or (iii) cause us to violate any law, regulation, rule, or rights of third parties; and (4) except for the specific GooseAI Services provided under this TOS or other express contract, Customer is solely responsible for the technical operation of Customer Data, including on behalf of Customer’s end users.

Rules of Conduct

Customer must use the GooseAI Services and Platform in accordance with the AUP, which is incorporated by reference. Accordingly, any usage in violation of the AUP shall constitute a breach of this TOS.

Customer is solely responsible for the activity that occurs on its Account, regardless of whether the activities are undertaken by Customer, its employees, any third party (including Customer’s contractors or agents), Customer’s end users, licensees, or customers.

Customer is responsible for notifying its employees, agents, and others related to Customer’s usage of the provisions of this TOS, including where the terms of the TOS are binding on them.

Customer shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Platform (including without limitation any application), except to the limited extent applicable laws specifically prohibit such restriction; (ii) modify, translate, or otherwise create derivative works of any part of the Platform and the GooseAI Services; or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that Customer receives hereunder. Customer shall abide by all applicable local, state, national and international laws and regulations.

GooseAI’s reserves the right to access, read, preserve, and disclose any information as it reasonably believes is necessary to (i) respond to any applicable law, regulation, legal process or valid governmental request; (ii) enforce this TOS, including investigation of potential violations hereof; (iii) detect, prevent, or otherwise address fraud, security or technical issues; (iv) respond to user support requests; or (v) protect the rights, property or safety of GooseAI’s personnel, its other customers and the public

The Platform is subject to the trade and economic sanctions maintained by the Office of Foreign Assets Control (“OFAC”). By accessing the Services, the Customer agrees to comply with these laws and regulations. Specifically, Customer represents and warrants that it is not (a) located in any country that is subject to OFAC’s trade and economic sanctions, currently Cuba, Iran, North Korea, Syria, and the Crimea region of the Ukraine; or (b) an individual or entity included on any U.S. lists of prohibited parties including: the Treasury Department’s List of Specially Designated Nationals List (“SDN List”) and Sectoral Sanctions List (“SSI List”). Additionally, Customer agrees not to – directly or indirectly – sell, export, reexport, transfer, divert, or otherwise dispose of any service received from GooseAI in contradiction with these laws and regulations.

Customer must utilize proper security protocols, such as setting strong passwords and access control mechanisms, safeguarding access to all logins and passwords, and verifying the trustworthiness of persons who are entrusted with account access information. Customer is solely responsible for any unauthorized access to the Customer’s Account, and must notify GooseAI immediately of any such unauthorized access upon becoming aware of it.

Customer will notify GooseAI if and when Customer learns of any security incidents or breaches affecting the Platform and GooseAI Services, including unauthorized access to Customer’s Account or Account credentials, and shall aid in any investigation or legal action that is taken by authorities and/or GooseAI to investigate and cure the security incident or breach to the extent caused by the Customer Account or use of the Services. The DPA includes more information about security incidents as they pertain to certain personal data.

Deletion by Customer

GooseAI will enable Customer to delete Customer Data during the Term in a manner consistent with the functionality of the GooseAI Services. If Customer uses the GooseAI Services to delete any Customer Data and that Customer Data cannot be recovered by Customer, this use will constitute an instruction to GooseAI to delete the relevant Customer Data from GooseAI’s systems in accordance with applicable law. GooseAI will comply with this instruction as soon as reasonably practicable and within a maximum period of one hundred eighty (180) days.

Deletion on Termination

On the closing of a Customer account, Customer may instruct GooseAI to delete all Customer Data (including existing copies) from GooseAI’s systems in accordance with applicable law. GooseAI will, after a recovery period of up to thirty (30) days following such expiry, comply with this instruction as soon as reasonably practicable and within a maximum period of one hundred eighty (180) days. Customer is responsible for exporting, before the Term expires or its Customer Account is closed, any Customer Data it wishes to retain.

Data Incidents.

Incident Notification. GooseAI will notify Customer promptly and without undue delay after becoming aware of a data security incident, and promptly take all commercially reasonable steps to minimize harm and secure Customer Data.

Details of Data Security Incident. GooseAI’s notification of a data security incident will describe, to the extent possible, the nature of the incident, the measures taken to mitigate the potential risks and the measures GooseAI recommends Customer take to address the data security incident.

Delivery of Notification. Notification(s) of any data security incident(s) will be delivered to the email address provided by Customer.

No Assessment of Customer Data by GooseAI. GooseAI has no obligation to assess Customer Data in order to identify information subject to any specific legal requirements.

No Acknowledgement of Fault by GooseAI. GooseAI’s notification of or response to a data security incident under this section will not be construed as an acknowledgement by GooseAI of any fault or liability with respect to said incident.

Warranty Disclaimers

Your use of the Platform is at your sole risk. The Platform and Services, including without limitation any content delivered as a part thereof, are provided "as is" and on an "as available" basis. GooseAI disclaims all warranties of any kind, whether express or implied, relating to the Platform and the GooseAI Services and all content delivered in connection thereto, including but not limited to: (a) any implied warranty of merchantability, fitness for a particular purpose, title, quiet enjoyment, or non-infringement; (b) any warranty arising out of course of dealing, usage, or trade; or (c) any warranty or guaranty relating to availability, accuracy, error rate, system integrity, or uninterrupted access. GooseAI does not warrant that: (i) the Platform or the GooseAI Services will be secure or available at any particular time or location; (ii) any defects or errors will be corrected; (iii) any content or software available at or through the Services is free of viruses or other harmful components; or (iv) the results of using the Platform and the GooseAI Services will meet Customer’s requirements.

The limitations, exclusions, and disclaimers in this section apply to the fullest extent permitted by law. GooseAI does not disclaim any warranty or other right that GooseAI is prohibited from disclaiming under applicable law.

Indemnification

You agree to defend, indemnify and hold harmless GooseAI and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of (a) your use and access of the Platform and GooseAI Services, by you or any person using your Account; (b) a breach of these TOS; or (c) your Customer Data.

Limitation of Liability

EXCEPT AS PROHIBITED BY LAW, YOU WILL HOLD US AND OUR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS HARMLESS FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGE, HOWEVER IT ARISES (INCLUDING ATTORNEYS' FEES AND ALL RELATED COSTS AND EXPENSES OF LITIGATION AND ARBITRATION, OR AT TRIAL OR ON APPEAL, IF ANY, WHETHER OR NOT LITIGATION OR ARBITRATION IS INSTITUTED), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTION, OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY CLAIM FOR PERSONAL INJURY OR PROPERTY DAMAGE, ARISING FROM THIS AGREEMENT AND ANY VIOLATION BY YOU OF ANY FEDERAL, STATE, OR LOCAL LAWS, STATUTES, RULES, OR REGULATIONS, EVEN IF COMPANY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. EXCEPT AS PROHIBITED BY LAW, IF THERE IS LIABILITY FOUND ON THE PART OF COMPANY, IT WILL BE LIMITED TO THE AMOUNT PAID FOR THE PRODUCTS AND/OR SERVICES DURING THE PRECEDING 12 MONTHS, AND UNDER NO CIRCUMSTANCES WILL THERE BE CONSEQUENTIAL OR PUNITIVE DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE PRIOR LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Governing Law and Jurisdiction

Governing Law. The TOS and any dispute related thereto is governed by the laws of the State of New York without regard to conflict of law principles.

Jurisdiction. The Customer and GooseAI each submit to the personal and exclusive jurisdiction of the state courts and federal courts located within New York County, New York for resolution of any lawsuit or court proceeding permitted under the TOS.

Changes to Terms of Service

The TOS for the Platform and the GooseAI Services may be amended and/or modified from time to time by GooseAI, without notice to Customer. The Customer’s use of the Platform and the GooseAI Services will always be subject to the TOS that is in effect from time to time. Accordingly, the Customer is responsible, and strongly encouraged, to revisit this page regularly in order to learn of any updates to the TOS.