Terms Of Use
Preamble
Welcome to Globeholder.ai! Our platform provides access to Globeholder.ai's geospatial foundation models and universal embeddings alongside a range of complementary services (the Services).
This agreement (the 'Agreement') is entered into by and between Globeholder.ai a French simplified joint-stock company, registered in France ('Globeholder.ai' or 'Us', also referred to with the possessive adjective 'Our') and any person who uses, accesses or subscribes to the Services ('You' or the 'Customer').
These Terms of Use apply to any Subscription, use and/or access to the Services by You. By subscribing, accessing or using the Services, You expressly agree to abide by and be bound by this Agreement.
Definitions
The capitalized words in this document shall have the meaning set forth below:
'Account': means Your account on the Platform.'Agreement' or 'Service Agreement': means the agreement entered into by and between Globeholder.ai and You, composed of (a) these Terms of Use, (b) where applicable, the applicable Terms of Service and (c) all materials referred or linked to in the above mentioned documents, as may be amended from time to time.'Anomaly': means any anomaly affecting the proper functioning of the Services.'Applicable Data Protection Law': means (i) Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 applicable since 25 May 2018 (the 'GDPR') and (ii) the data protection laws and regulations applicable in France.'Authorized Users': means the Professional Customer's employees and/or independent contractors, allowed by the Professional Customer to access and use the Services, subject to the Authorized Users' compliance with this Agreement.'Billing Cycle': means the frequency at which the Customer is billed for the Fees, based on the Customer's Subscription Plan.'Business Hours': means from 9 am to 6 pm on a Business Day.'Business Days': means from Monday to Friday, excluding French public holidays.'Customer Application': means the application edited and operated by the Customer under its sole control and responsibility, that the Customer may connect to the Platform to use certain Services.'Data Controller': means the legal person who determines the means and the purposes of the processing of Personal Data.'Data Processor': means the legal person that processes the Personal Data on behalf of the Data Controller and under its documented instructions.'Effective Date': means the earlier of (i) the date You first use the Services or (ii) the date You accept these Terms of Use.'Fees': means the fees paid or payable by the Customer under this Agreement in consideration for the Paid Services.'Filters': means the automatic mechanisms such as moderation prompts implemented by Globeholder.ai designed to screen or remove offensive, inappropriate or illicit content from the Output.'Identifiers': means Your email address and password required to log into Your Account.'Globeholder.ai's Intellectual Property': means the Model(s), the Services, and any trade names, trademarks, logos, patents, trade secrets, know-how, designs, drawings, copyrights, engineering, photographs, samples, software, models, algorithm, image, literature, information, ideas, concepts, or improvements pertaining to the Services and other data of any kind that is protectable through copyrights, patent, trade secrets, trademarks, trade dress, service marks, or and includes any modification or enhancement of the Services.'Model(s)': means (i) any version of any geospatial foundation model developed by Globeholder.ai and made accessible in any manner (API, chat, etc....) on the Platform or via a Marketplace (as defined in Section 4.4. (Subscription via a Marketplace)) and (ii) the associated documentation as may be amended from time to time (the 'Documentation').'Parties': means You and Globeholder. In the singular, 'Party' means one of the Parties.'Payment Services': means the online payment services provided by Stripe Technology Europe Limited, having its principal office at The OneBuilding, 1, Lower Grand Canal Street, Dublin 2, Ireland, and registered as a payment service provider in Ireland under number C187865 (the 'Payment Services Provider' or the 'PSP'), allowing the Customer to pay the Fees on the Platform.'Personal Data': means any data related to an identified or identifiable natural person.'Platform': means the platform operated by Globeholder.ai, available at 'globeholder.ai'.'Services': means the services provided by Globeholder.ai to You under this Agreement, including but not limited to the Platform, the Model(s) and any other services provided by Globeholder.ai along with any associated software, application and website. The Services may be free of charge (the 'Free Services') or charged to You (the 'Paid Services').'Subscription': means the Customer's subscription to the Services.'Subscription Plan': means the specific set of Services the Customer subscribes to. The available Subscription Plans are mentioned on the Platform and may be amended from time to time by Globeholder.ai at its sole discretion.'Support': means the support Services provided by Globeholder.ai to the Customer, which includes:'Customer Support': means the service consisting in replying to the Customer's questions and queries about the Services.'Technical Support': means the service consisting in fixing the Anomalies notified by the Customer to Globeholder.ai through the Ticketing Platform.'Terms of Service': means the agreement entered into by and between the Parties and governing the use of specific Services and/or Subscription Services.'Terms of Use': refers to these terms of use.'Upgrade': means any new version of the Services that introduces new features, enhancements, or improvements beyond the current version provided to the Customer under the Customer's Subscription Plan.'User Data': means any of the following data:The 'User Feedback': means Your feedback pertaining to the accuracy, relevance, and effectiveness of the Outputs, including but not limited to any identified discrepancies or errors.The 'User Input Data': means any data provided by You that is used by You for the purpose of prompting, fine-tuning or customizing the Services to Your specific needs or use-case, for the duration of this Agreement.The 'Outputs': means any and all content generated by the Services in response to an API request or custom additional informatic services of any kind.'You', the 'User' or the 'Customer': means any person who uses, accesses, browses and/or subscribes to the Services. The terms 'Your', and 'Yours' are also used throughout this Agreement to specifically refer to such Customer. The Customer can be:A 'Consumer': has the meaning given in Section 15 (Provisions applicable to Consumers) of these Terms of Use.A 'Professional Customer': means any Customer Subscribing, accessing to or using the Services as part of its business or professional operations.
Purpose and scope
Purpose
The purpose of this Agreement is to describe the rights and responsibilities of the Parties in connection with Your use of the Services.
Scope and contractual documents
Scope. These Terms of Use apply to any Subscription, access to or use of the Services by You on the Platform or via a Marketplace (as defined in Section 4.4. (Subscription via a Marketplace) of these Terms of Use.
Additional Terms. Some Services may be subject to additional terms specific to that Service as set forth in the applicable Terms of Service. By accessing or using a Service covered by the Terms of Service, You also agree to such Terms of Service.
Hierarchy. In case of any conflicts or discrepancies between these Terms of Use and the applicable Terms of Service, the applicable Terms of Service shall prevail.
Acceptance
General Principle. Any access or use of the Services by You implies Your unreserved agreement to these Terms of Use. You must read these Terms of use carefully before using the Services. We recommend You download these Terms of Use, print them and keep a copy thereof. By clicking on 'I agree' (or any similar button or checkbox on the Platform) at the time You sign up for a Service or by signing a Purchase Order, You expressly agree to be bound by this Agreement.
Agreement on behalf of another person. If You agree to any of the terms composing this Agreement on behalf of Your employer or a legal entity, You warrant and represent that You possess the authority to act and accept such terms on their behalf. In such a case, the words 'You' or 'Customer' in this Agreement will refer to Your employer or that legal entity.
Access to Our Services
What You need to access and use Our Services
Age limitation. You must be at least thirteen (13) years old to use Our Services. You must have parental or legal guardian permission if You are a minor registering for Our Services. We will promptly delete any Account found to be in violation of such requirements.
Technical requirements. You need a computer (or any compatible electronic device) and a high-speed internet connection to access and/or use Our Services. Depending on the Services You use, some additional technical requirements might be required, as further described in the Documentation and/or in the applicable Terms of Service. You are responsible for ensuring You comply with the foregoing technical requirements to utilize the Services effectively.
Costs. Unless otherwise stated, the costs of the above mentioned technical requirements shall be borne solely by You.
Your Account
Account creation. You must create an Account on the Platform to use the Services. To do so, You must fill in the form provided on the Platform. You must provide loyal, complete, correct and up-to-date information to Globeholder.ai and promptly update the information on Your Account if any changes occur.
Authorized Users. Subject to Your Subscription Plan, You may (a) create an Account for Authorized Users within the limits allowed by Your Subscription Plan. The creation of those Accounts may be charged to the Customer in accordance with the Fees applicable to its Subscription Plan, (b) manage the Authorized Users' Accounts and (c) give those Authorized Users the relevant permissions to access and use the Services.
Restrictions. Your Account is intended for Your use only. Unless otherwise stated, You shall not share Your Account with any third party without Globeholder's prior written consent. You represent and warrant that You will not create (a) any fake Accounts, (b) more than one Account or (c) an Account on behalf of another individual or entity without such individual's or entity's consent.
Account security. You must keep Your Identifiers secure and strictly confidential. Globeholder does not commit to monitoring which individual is using Your Account. You are thus solely responsible for any action carried out via Your Account, whether that action was carried-out by You or not. For the avoidance of doubt, any operation carried out using Your Account will be considered to have been carried-out by You.
Suspension or deactivation by Globeholder. Globeholder reserves the right to suspend or deactivate Your Account Section 13 (Term, Suspension and Termination) of these Terms of Use, if Globeholder suspects or determines that such Account may have been used for an unauthorized purpose.
Subscription to the Services
Free Services
Subscription Process. To access and use the Free Services, You must:
Create Your Account on the Platform in compliance with the Terms of Use, and Accept this Agreement.
Paid Services
Subscription Process. To subscribe to the Paid Services, You must:
Create Your Account, in compliance with the Terms of Use, Choose Your Subscription Plan, Choose Your payment method. If You choose to pay the Fees via credit card, an imprint of its credit card may be taken to verify the validity of the card. This process is solely for verification purposes and does not result in any immediate charges unless explicitly stated, Provide Your payment and billing information by filling in the form available on the Platform. You must provide loyal, up-to-date, complete and accurate payment and billing information. You shall promptly update Your payment and/or billing information in order to keep such information current, complete and up-to-date. This change can be made through the Your Account on the Platform, Accept this Agreement, Review Your Subscription. During this step, You will be able to modify the Purchase Order if necessary, Confirm Your Subscription, and Depending on the Services You wish to Subscribe to, You may be required to pay for the Fees for the initial subscription month, as outlined in the applicable Terms of Service.
Confirmation of the Subscription. Once the Subscription process is complete, a page will appear on the Platform to confirm Your Subscription. Globeholder will send You a confirmation of Your Subscription at the email address provided by You when creating Your Account (unless such email address is not valid), alongside with a PDF copy of this Agreement. This confirmation does not constitute an invoice. You will be able to access and use the Paid Services once You have received such confirmation.
Subscription verification process. Globeholder and/or, where applicable, the Payment Services Provider will verify the information provided by You during the Subscription process. Globeholder reserves the right to decline the Your Subscription to the Paid Services in case of any suspected OFAC regulation violation or instances of fraud and/or misrepresentation. In such cases, (i) Globeholder will notify You by email, (ii) Globeholder will refund You of any pre-paid Fees under this Agreement and (iii) this Agreement will automatically terminate.
Change Subscription Plan. A Subscription Plan enables the Customer to access specific features and Models as listed on the Platform. If the Customer wishes to access a Model that is not included in its current Subscription Plan, the Customer must subscribe to the relevant Subscription Plan to gain access.
Subscription to the Services via a Marketplace
General Principle. If You subscribe to any of Our Services via a marketplace (the 'Marketplace') operated by a third-party (the 'Agent') including for self-deployment by You, this Agreement shall be supplemented by the terms entered into by and between You and the Agent or terms displayed on the marketplace subscription page for the Services (the 'Marketplace Terms'). In such a case, Your access and use of the Model will be facilitated through the IT Infrastructure of the Marketplace. You acknowledge that Globeholder has no control over the Marketplace's IT infrastructure and that Globeholder will not be held liable for any outcomes arising from it, including but not limited to the unavailability of the Model, errors, bugs or any impossibility to access or use the Model.
Our Services
The Platform. Any User may access and use the Platform free of charge as well as the Free Services. Our Services consist in allowing You to use Our Model(s) for the purpose of generating Outputs. You can access the full list and description of the Services provided by Globeholder on the Platform and/or on the Documentation, as may be amended from time to time.
Restrictions. Certain Services may not be directly accessible, either due to their payable nature (Paid Services) or restricted access limited to specific Users, such as businesses. The paid or restrictive nature of these Services is explicitly outlined on the Platform and/or the applicable Documentation.
Evolution of the Services. Subject to the applicable Terms of Service, We reserve the right to modify, update or enhance Our Services without notice. Such modifications may include, but are not limited to, debugging, feature additions, enhancements or alterations to improve Service quality. You agree that We are not obligated to maintain or provide prior features, functionalities or Services following modifications, updates or upgrades, unless otherwise stated.
Customer support. Globeholder will provide You with all reasonable guidance and information necessary to facilitate the optimal use of the Services, under the terms set out below (the 'Customer Support'). The Customer shall submit Customer Support requests to Globeholder through Globeholder's Ticketing Platform. Globeholder will use commercially reasonable efforts to respond to the Customer's legitimate questions concerning the use of the API Services within a reasonable time, during Business Hours and on Business Days. Customer Support exclusions. This Assistance Service does not cover any inquiries by the Customer:
For which information is readily available in the Documentation, Regarding the initial training for the use of the Services. You are solely responsible for training Your Authorized Users to use the Services, Resulting from the use of third-party software, hardware or services not provided by Globeholder, Resulting from Your improper, unlawful or unauthorized use of the Services, or When You fail to pay the applicable Fees.
Technical Support. You must notify Globeholder of any Anomaly affecting the Services using the Ticketing Platform. Globeholder will use commercially reasonable efforts to fix the Anomalies notified by You within commercially reasonable timeframes.
Adaptive Maintenance. Globeholder may perform adaptive maintenance, to ensure the Services continual adaptability and alignment with evolving technological or regulatory standards. You acknowledge and agree that this Agreement does not automatically include any Upgrades for the Services and that any Upgrades may require changing Your Subscription Plan. For the avoidance of any doubt, Globeholder is under no obligation to improve the Services or provide any Upgrade to You.
Fees, billing and payment
General Principle. Specific payment terms may apply depending on the Services Your Subscribe to. Please make sure to check the applicable Terms of Service to know more about the applicable payment terms before Subscribing to a Service.
Fees
Applicable Fees. The Fees are listed on the Platform inclusive of all Taxes. You must pay to Globeholder the Fees listed in Globeholder's then-current price list available on the Platform. Unless otherwise stated and to the extent permitted by applicable law, all amounts paid by the Customer are non-refundable and non-cancellable.
Pricing evolution. Globeholder may modify the price list at its own discretion upon giving at least thirty (30) days' notice in writing to the email address You provided upon Your Subscription. If You do not agree with this modification, You may terminate this Agreement and/or the relevant Purchase Order before the end of this notice period. The Fees will not be increased during this notice period.