Draft — prepared to industry standard; not yet legal advice.
Drafted to a standard SaaS terms structure. It should receive review by a
qualified attorney before Neostriatum is offered to the public — particularly
the liability cap, indemnity, and governing-law/dispute clauses. The drafter is
not a lawyer.
1. Agreement to terms
These Terms of Service (“Terms”) govern your access to and use of
Neostriatum, including neostriatum.ai, the Neostriatum desktop application, and
related services (the “Service”). By creating an account or using the
Service, you agree to these Terms and to our
Privacy Policy, incorporated by reference. If
you do not agree, do not use the Service. You must be at least 16 (or the age of
majority in your jurisdiction) to use the Service.
2. What the Service does
Neostriatum builds a private, searchable index (“your brain”) of
content you connect or capture — your email, notes, slides, code, voice
memos, and similar. For each item it stores a searchable text excerpt, a link to
the source, a vector embedding, and metadata; it generally does not store
copies of your original files. The Service lets you search and connect
that material across sources. A detailed description of what is stored is in the
Privacy Policy. We may add, change, or remove features over time; some features
described in our materials may be in development and not yet available.
3. Your account
You are responsible for the accuracy of the information you provide and for
all activity under your account.
Sign-in is via a passwordless email link/code (where available). Keep access
to your email account secure; anyone with access to it may be able to access
your account.
You are responsible for safeguarding any access tokens or devices through
which the Service is configured.
Notify us promptly at [CONTACT EMAIL] of any unauthorized use.
4. Connecting third-party sources
The Service can connect to third-party accounts and sources you authorize (for
example, Google and GitHub via OAuth, or local files on your device).
You represent that you have the right to connect those sources and to have
their content indexed for your own use.
Your use of those third-party services remains governed by their
terms and privacy policies; we are not responsible for third-party services.
We access third-party data only as you authorize and only to provide the
Service. For Google data, our use complies with the
Google
API Services User Data Policy, including the Limited Use requirements (see
the Privacy Policy).
You may disconnect any source at any time.
5. Acceptable use
You agree not to:
use the Service in violation of any law or third-party right;
connect, upload, or index content you do not have the right to use, or that
infringes intellectual-property, privacy, or confidentiality rights;
attempt to access another user’s brain or data, or breach the
Service’s security or access controls;
probe, scan, overload, or disrupt the Service, or circumvent rate limits,
usage metering, or entitlement gates;
reverse engineer, decompile, or extract source code, except where that
restriction is prohibited by law;
resell, sublicense, or provide the Service to third parties except as
expressly permitted;
use the Service to build a competing product, or to train a machine-learning
model on its outputs, without our written permission;
use automated means to access the Service except via interfaces we provide.
We may suspend or terminate access for conduct that violates these Terms or
that we reasonably believe is harmful to the Service or other users.
6. Your content and intellectual property
Your content stays yours. As between you and us, you retain
all rights to the content you connect or capture (“Your Content”).
We claim no ownership of it.
License to operate the Service. You grant us a limited,
non-exclusive license to process, store, index, embed, and display Your Content
solely to provide the Service to you and as described in the
Privacy Policy. We do not use Your Content to train models for other users or
for advertising.
Our IP. The Service — software, design, branding,
documentation — is owned by [LEGAL ENTITY] and its licensors. These Terms
grant you a limited, revocable, non-transferable license to use the Service and
no other rights in our IP.
Feedback. If you send us feedback or suggestions, you grant
us a perpetual, royalty-free license to use them without obligation to you.
7. Paid plans, billing, and usage credits
Status note: paid plans and billing may not
be live when you read this. The following applies once paid plans launch.
Paid plans, prices, included usage allotments (e.g., AI credits), and metered
limits are described at checkout and in the product.
Payments are expected to be processed by Paddle, acting as
Merchant of Record (the legal seller). Your purchase may also be subject to the
payment provider’s terms.
Subscriptions renew automatically for the billing period selected until
cancelled. You can cancel any time; cancellation takes effect at the end of the
current period unless stated otherwise.
Fees are generally non-refundable except where required by law or expressly
stated. Applicable taxes may be added and, under the Merchant-of-Record model,
collected and remitted by the payment provider.
We may change prices or plan features prospectively with reasonable notice;
changes do not affect a period already paid for.
Certain features consume usage credits; once an allotment is exhausted those
features may pause until the allotment resets or you buy more. Core search is not
metered.
8. Service availability
We aim to keep the Service available but do not guarantee
uninterrupted or error-free operation. We may perform maintenance, modify or
discontinue features, and impose reasonable usage limits. The Service depends on
third-party infrastructure (hosting and AI providers) whose availability we do not
control.
9. Disclaimers
THE SERVICE IS PROVIDED “AS IS” AND “AS
AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY,
INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
TITLE, AND NON-INFRINGEMENT.
Neostriatum is a knowledge-retrieval and synthesis tool. Its search
results, summaries, insights, and any AI-generated output may be incomplete,
inaccurate, or out of date. They are not professional, legal, financial, medical,
or other expert advice, and you should not rely on them as such. You are
responsible for verifying outputs before relying on them. We do not warrant the
Service will meet your requirements or that defects will be corrected. Where a
jurisdiction does not allow certain exclusions, they apply to the maximum extent
permitted by law.
10. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW: NEITHER [LEGAL ENTITY] NOR
ITS SUPPLIERS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL,
EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR
GOODWILL, ARISING OUT OF OR RELATED TO THE SERVICE, EVEN IF ADVISED OF THE
POSSIBILITY. OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICE
WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE
TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED
U.S. DOLLARS ($100).
Some jurisdictions do not allow certain limitations; in that case they apply to
the maximum extent permitted, and nothing in these Terms limits liability that
cannot be limited by law.
11. Indemnification
You agree to indemnify and hold harmless [LEGAL ENTITY] and its officers,
employees, and agents from any claims, damages, liabilities, and expenses
(including reasonable legal fees) arising out of your misuse of the Service, your
violation of these Terms, or your violation of any law or third-party right —
including any claim that content you connected or indexed infringes a third
party’s rights.
12. Termination
By you: you may stop using the Service and request account
deletion at any time (see the Privacy Policy, Section 9).
By us: we may suspend or terminate your access if you breach
these Terms, if required by law, or if continuing to provide the Service becomes
impractical, generally with notice where reasonable.
Effect: on termination your right to use the Service ends.
We handle your data per the Privacy Policy’s retention and deletion terms.
Sections that by their nature should survive (IP, disclaimers, limitation of
liability, indemnity, governing law) survive termination.
13. Governing law and disputes
These Terms are governed by the laws of [GOVERNING LAW — confirm:
state], without regard to conflict-of-laws rules. The state and federal
courts located in [GOVERNING LAW — confirm: state] will have
exclusive jurisdiction over any dispute not subject to another agreed process, and
you consent to that venue. Nothing here deprives you of mandatory consumer
protections of your country of residence.
14. Changes to these terms
We may update these Terms. For material changes we will update the Effective
Date, post a notice in the product, and — where we hold your email —
give reasonable advance notice. Continued use after the change takes effect is
acceptance. If you do not agree, stop using the Service and you may request account
deletion.
15. Miscellaneous
Entire agreement. These Terms and the Privacy Policy are the
entire agreement regarding the Service.
Severability. If any provision is unenforceable, the rest
remains in effect.
No waiver. Our failure to enforce a provision is not a waiver.
Assignment. You may not assign these Terms without our
consent; we may assign in connection with a merger, acquisition, or sale of
assets.
Force majeure. We are not liable for delays or failures
caused by events beyond our reasonable control.