Ai Grants Terms Of Service And Use Agreement

Please read this Terms of Service Agreement (the “Agreement”, “Terms of Service” or “TOS) carefully before using the AI Grants Website or any AI Grants-provided Service.

These Terms of Service, including any other document incorporated thereto, are a legally binding agreement constituting the license between you (“you” or “your” or “user” or “Customer”) and Gateway Expeditions, LLC, d/b/a AI Grants, (“AI Grants,” “we,” “our,” or “us”) governing the use of the AI Grants Service.

By using and accessing the Website, and the content and services contained therein, you agree to be bound by these Terms. If you do not agree to be bound by the Terms, you may not access or use the Website or Services. Your access to and use of the Services is conditioned upon your acceptance of and compliance with this Agreement. If you do not agree to these Terms of Service, you are not licensed to and should not access the Service.

Definitions

Service or Servicers

Means any and all of AI Grants’ products and/or services provided to Customer and services available through the AI Grants website, including but not limited to grant identification and matching, grant writing, grant proposal consultation, grant searching, Outputs, Output Data, Service Metadata, the Grants Database, the AI Grants Platform, the Beta Services and any accompanying or related infrastructure, functionality, technology or analytics, including any services or other output provided to the user of any kind.

Outputs

Outputs include any service product provider to a user in the course of using AI Grants services, such as grant identification and matching lists, grant writing services, grant proposal consultation, grant searching, and draft prepared grant proposals.

Output Data

Means the information and other content or materials that are included in the Grants Database or otherwise made available to you through the AI Grants Platform. Output Data is exclusive of the Submitted Data.

Submitted Data

Means all data, information, text, recordings, and other content and materials that are collected, submitted, provided, or otherwise transmitted or stored by you in connection with your use of the Service. Submitted Data may vary depending on the products or features used as well as your particular use of such products or features.

Service Metadata

Means information collected or inferred by us in the course of providing the Service.

Grants Database

Means the database of business and grant information which we make available, directly or indirectly, to you and to other AI Grants customers through the AI Grants Platform.

Beta Services

Means products, services, integrations, functionality or features that AI Grants may make available to you to try at our and your discretion, which may be described as “alpha”, “beta”, “pilot”, “limited release”, “developer preview”, “non-production”, “early-stage”, or other similar description, as a novel prototype product.

AI Grants Platform

Means the software or other technology provided by us to you under these Terms. The AI Grants Platform does not include Third-Party Products.

Account Registration and Acceptable Use Policy

Account Creation Before Use and Account Information

You must create an account in order to access or use AI Grants Services, including to receive Outputs and Output Data. You can only provide Account Information that is your own and that is accurate and up-to-date. You must also keep your contact information prospectively up to date, so that we may contact you if needed, such as to deliver any important notices. The creation of an account constitutes consent to these Terms of Service and any incorporated policies hereunto.

Authorized Users Only

You shall ensure that only your employees, contractors, vendors, or service providers, or the employees or service providers, contractors, or vendors of your wholly or majority owned subsidiaries, who have been expressly authorized by you to use the Service in accordance with this Terms of Service, shall use or otherwise access the Service (“Authorized Users”). You shall ensure that all Authorized Users are at or above the age of majority in their jurisdiction and ensure that your Authorized Users that are using the Service are under your control or direction and that they comply with these Terms.

License to you

Subject to your compliance with these Terms and any Order Forms, you are granted a non-exclusive, revocable, non-assignable and non-sublicensable license, throughout the term of your subscription to: (i) use the Service solely for your personal and/or internal business purposes; and (ii) store, print or make a copy of Outputs or Output Data solely for your personal or internal business purposes. Such internal business purposes may not be purposes that supplant, compete with, or reverse-engineer the Services, or otherwise violate the “service restriction and prohibited direct and indirect uses” clause below.

License restrictions

You represent and warrant that you will comply with the following restrictions. Additional rules or policies may be displayed or put in place through the Service, including any portal through which you submit or receive data; those rules or policies are incorporated by reference into these Terms of Service and you agree to adhere to them.

Service restrictions and prohibited direct and indirect uses

  • ou may not resell, distribute or otherwise disclose or make available the Service, including any functionally similar or equivalent version of the Outputs or Output Data (for instance, a self-prepared grant proposal that would be a functionally equivalent version of one produced by AI Grants for a user). For the avoidance of doubt, you may contact us if you wish to do the foregoing, in which case we may, in our sole discretion, enter into a separate agreement.
  • You may not make the Services available to, or use the Services for the benefit of, anyone other than yourself or the Users using the Services on your behalf;
  • You may not access the Service, including any functionally similar or equivalent version of the Outputs or Output Data, on behalf of any third-party entity or organization.
  • You may not transmit information to or through the Service that is fake or fictitious, impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity in connection with your use of the Service.
  • You may not develop any service, product, toolset, dataset or derivative work from the Service, whether in aggregated or non-aggregated form, and whether in identified or de-identified form.
  • You may not modify, translate, or create derivative works based on the Services or any underlying software
  • You may not reverse engineer, decompile or disassemble the Service (in whole or in part), or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services, (except to the extent such restriction is expressly prohibited by applicable statutory law).
  • You may not access the Service or extract data from the Service in a way that exceeds your authority from us or violates these terms or other policies or restrictions we have implemented (whether such implementation is verbal or technical in nature).
  • You may obtain Outputs and Output Data solely through the interfaces provided by us. You shall not use any other manual or automated means, (including “data scraping,” crawlers or bots) in order to access or obtain the Service.
  • You may not leverage, consult with, use, review (in trial, free, or paid form) or rely upon the Service to develop or create a product or feature that is competitive with the Service (or any portion thereof).
  • You may not access or use the Services for benchmarking or similar competitive analysis purposes or in order to build a competitive product or service;
  • You may not frame or mirror any part of any Services, other than framing on your own internal intranets;
  • You may not use the Services to send SPAM or store or transmit infringing, libelous, or otherwise unlawful, or tortious content, material or data;
  • You may not store or transmit material or data on or through the Services in violation of law or third-party rights, including without limitation privacy rights or any contract to which you are a party;
  • You may not use the Services to store or transmit malicious or disruptive code;
  • You may not interfere with or disrupt the integrity or performance of the Services or third-party data contained therein;
  • You may not attempt to gain unauthorized access to the Services or its related systems or networks;
  • You may not permit direct or indirect access to or use of the Services in a way that circumvents a contractual usage limit;
  • You may not copy the Services or any part, feature, function or user interface thereof.

Account security

We make no representations or promises regarding the security of the Service. Despite our security efforts, it is possible that unauthorized individuals will obtain your information, such as through web-scraping tools (even though we do not authorize and in fact prohibit that behavior). You agree and understand that you will be liable for any activity that occurs through your account and further acknowledge and agree that you and your Authorized Users:

  • Are solely responsible for maintaining the confidentiality and security of your Account Information and account credentials such as your username and password.
  • May not share your account credentials and must restrict access to your computer and other devices.
  • Must access the Service and our network, systems, or applications only through encrypted connections.
  • Must maintain up-to-date OS (operating system) patching and active anti-malware on the end-user devices used to connect to the Service or our environment.
  • Must ensure that all terminated employees or other users have their access revoked to the Service within 24 hours of termination.
  • Must notify us promptly (and in any event within 72 hours) of security incidents that could have implications to us (e.g. users with compromised credentials or lost or stolen devices with access to the Service, compromised networks or systems including malware worm or ransomware, etc.).
  • Will reach out to our vulnerability discovery program at support@aigrants.co if you suspect any vulnerabilities with our Service.

Acceptable Use Policy Breach

AI Grants may suspend any User’s access to any or all subscription Services without notice in the event of a violation of this Section.

Ownership of the Submitted Data; Our License to Use and Share the Submitted Data

Ownership

As between you and us, all right, title and interest in and to Submitted Data is owned by you. We treat your data according to the AI Grants Privacy Policy, which is hereby incorporated herein.

The Licenses You Grant To Us. You agree to and hereby do grant us a worldwide, non-exclusive, irrevocable, perpetual and royalty-free license to:

  • Host, access, copy, use, transfer, and process the Submitted Data for the purpose of providing, developing and improving the Service and supporting you under these Terms and the Privacy Policy.
  • Analyze Submitted Data, including through the use of techniques such as machine learning, in order to provide, develop and improve the Service. For the avoidance of doubt, you retain all ownership of Submitted Data and we retain all ownership in and to all system performance data, machine learning algorithms, and aggregated results of such machine learning, and data generated in the course of performing services.
  • Use the Submitted Data in order to grow, enrich and verify the Outputs and Output Data included in the Grants Database.
  • Use, share, sublicense, display, copy, publish and distribute the Submitted Data in any form for any purpose, in any medium consistent with the AI Grants Privacy Policy.
  • Sublicense, assign, or transfer such licenses at our discretion.

The Representations You Make To Us. You represent and warrant that:

  • You have all necessary rights, permissions, and authority to provide and license the Submitted Data to us (in whole and in part) for our use as described hereunder, and that doing so will not put you in violation of any contracts you have signed or any laws.
  • The Submitted Data is true, accurate, and of living persons and does not contain any sensitive information or sensitive Personal Information, including any information about individuals under the age of 18.
  • Providing the Submitted Data to us does not violate the U.S. HIPAA law: for instance, it is not (in whole or in part) a list of hospital or doctor’s patients, or a similar dataset consisting of patients or clients of an entity subject to HIPAA (this might include, for instance, a doctor, dentist, chiropractor, acupuncturist, pharmacist or other health professional). Similarly, you agree not to provide us with Submitted Data consisting of a list of clients of an entity covered by the GLBA, which applies to many types of financial institutions including banks, hedge funds, investment advisers and insurance companies.

Intellectual Property Rights and Data Ownership.

As between you and us, all rights, title and interest in and to the AI Grants Services and the Outputs and Output Data (including, for avoidance of doubt, all Outputs and Output Data generated or verified in connection with the licenses you grant us, including without limitation the patents, copyrights, trademarks, trade names, service marks, trade secrets and other intellectual property rights, and any goodwill associated therewith, are owned by us. For instance, we own any design, compilation or product features inherent in the Service, such as the way that data is organized, curated, presented and delivered, and any know-how or other intellectual property inherent in the way we create, provide, display or make available the Service. These Terms of Service do not grant you any ownership right, title or interest in any of the above. You therefore may not use the Service, including any Outputs or Output Data, to create any derivative work, service or product, on your own or on behalf of any other organization, and you may not resell or re-license the Outputs or Output Data in any manner or form.

Artificial Intelligence-Specific Terms

User consent for AI interaction; AI data use and training

You hereby consent to interact with and use an artificial intelligence (AI) systems, including voice assistants, chatbots, or recommendation and drafting algorithms, and understand the AI will learn from your Submitted Data and your interactions with it, including various inputs, to improve its interactions with other Service users through data use and training from said data. AI Grants’ AI capabilities will be continuously improved through updates, patches, or new training data.

Intellectual property rights in AI outputs

AI Grant retains all intellectual property rights of any kind in the Outputs or Output Data our any kind of Output from its services. AI Grant permits users a limited license to use the Grant Writing Outputs for the purposes of submitting the Output as a grant application to the potential grantmaking entity, and for no other purposes.

Liability of AI decisions and Outputs

AI is an important tool but sometimes can create inaccurate or “hallucination” outputs. AI Grants does not warrant or represent in any way, express or implied, the accuracy of the Outputs of the AI. Users agree to cautiously review any Outputs and validate their accuracy before using any Outputs. Users recognize the limitations of AI, and agree that AI Grants and its Partners are not liable for any inaccuracies or “hallucinations,” and it is the sole responsibility of the user to guarantee the accuracy of Outputs.

Commercial Terms

Payment

AI Grants provides an AI-driven grant-writing and matching service. Our service costs a certain percentage based on the type of grant applicant, detailed below, of a grant proposal that is matched through our Services. The AI Grants software will be building this cost into any grant proposal prepared through our Services and an additional percentage of project cost for “grant writing, matching, to preparation,” or similar services, such as “grant consultancy” depending on the circumstances and preferred language of the granting institution.

Type of AI Grants UserApplicable Percentage
For-Profit Entity or Individual
20%
Non-profit (501(c)), Non-Governmental Organization (NGO), and Research and Educational Institutions
10%
Veterans (Individuals)
5%
Educators (Individuals)
5%

By using the AI Grants services, you agree to pay the applicable percentage of the equivalent of the total grant award to AI Grants upon successful receipt of a grant matched by the Service. If the grant award is less than the total requested grant, you agree to pay a pro rata portion (E.g., if 50% of a grant request for a for-profit entity is awarded, only 50% of AI Grants fee (10%, half the applicable percentage of 20%) will be due). This fee may also be adjusted downward, depending on the rules or requirements of specific grants applications. Lower fees may be negotiated on an individual basis and are available on that basis for qualifying small business, veterans’-oriented, and women and minority-owned businesses.

You agree to pay all applicable fees for the Services as set forth in any invoice unless you provide written notice of a dispute regarding such fees no later than 30 days after the invoice date. Any and all payments you make to us for the Services are final and non-refundable. We will not suspend the access to the Services while you are disputing the applicable charges reasonably and in good faith and are cooperating diligently to resolve the dispute. If your Services are suspended for non-payment, we may charge a re-activation fee to reinstate your access to the Services.

Liability limitation

Except for your liability for payment of fees and indemnification obligations, each party’s aggregate liability will be limited to the total amounts you have actually paid to AI grants in the twelve-month period immediately preceding the event giving rise to a claim. AI Grants is not responsible for and expressly disclaims any liability with respect to all third-party products that you use. In no event shall either party be liable for any indirect, incidental, punitive, or consequential damages or loss of profits, revenue, data or business opportunities. This section does not apply to a party’s violation of the other party’s intellectual property rights.

Indemnity and Save Harmless

You will indemnify, defend and hold us harmless, at your expense, against any Claim brought against us (and our officers, directors, employees, agents, service providers, licensors, and affiliates) by a third party based upon or arising out of Submitted Data or based on or arising from (a) unauthorized or illegal use of the Services, (b) your breach of these Terms of Service, (c) your use of the Services combined with products, services, processes, content or materials not supplied by AI Grants, or (d) the unauthorized use of the Services by a third party using your user information. The indemnified party will promptly: notify the indemnifying party in writing of any such Claim; give the indemnifying party sole control of the defense or settlement of such a Claim; and provide the indemnifying party with any and all information and assistance reasonably requested by it in connection with the defense or settlement of the Claim. The indemnifying party shall not accept any settlement that (i) requires the indemnified party to make an admission of fault or wrongdoing; or (ii) imposes liability not covered by these indemnification provisions without the indemnified party’s consent with respect to any Claim.

Termination

Termination for cause. In addition to any other remedies it may have, either party may terminate these Terms, effective immediately, if (A) the other party breaches these Terms and fails to cure such breach within thirty (30) days of its receipt of a written notice identifying the breach in reasonable detail (or ten (10) days in the case of non-payment), or (B) subject to applicable law, upon the other party’s liquidation, commencement of dissolution proceedings or assignment of substantially all of its assets for the benefit of creditors, or if the other party becomes the subject of bankruptcy or similar proceeding that is not dismissed within sixty (60) days. If the Agreement is terminated as a result of a material breach by you, then you shall pay in full all remaining fees payable through the remainder of any outstanding Order Form; or if you have prepaid any fees, then those fees are nonrefundable.

Termination for convenience. In addition to the right to terminate for cause, we may terminate these Terms for convenience, effective immediately, by providing the other party written notice. For paid subscriptions, you will pay in full for the Service up to and including the last day on which the Service is provided.

Effect of termination. If these Terms terminate, you will no longer be authorized to access the Services (except to pay any final due amount to AI Grants and for no other purpose).

Governing Law and Juris

The terms of this agreement shall be government by the laws of the state of Delaware and all parties agree to the state of Delaware as the exclusive jurisdiction and venue for any claims or suits arising from this agreement, use of the AI Grants Services, or related claims.

Amendment and Changes to Terms of Service

AI Grants reserves the right to changes these Terms of Service, at our sole discretion, at any time. If a revision is material, we will provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Services after any revisions become effective, you agree to be bound by the revised Terms of Service. If you do not agree to the new Terms of Service, you are no longer authorized to use the Services.

Severability

If any part of these Terms of Service or of a separate agreement is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms of Service will continue in effect.

Entire Agreement

These Terms of Service (together with any separate agreements, incorporated policies, and Activation Links) constitute the entire agreement between us regarding our Services and supersedes and replaces any prior agreements we might have had between us regarding the Services.

Notices

Notice to AI Grants will be sent to the contact address set forth herein and the parties agree that notices shall will be deemed delivered as of the date the notice is actually received. We will send you electronic notices at the email address you have provided in your account information. You must keep all of your account information current.

You may contact us at:

or:

Gateway Expeditions, LLC

651 North Broad Street, Suite 201

Middletown, DE 19709

Services provided “As Is”

Except as expressly provided herein, the services are provided “as is”. Further, except as provided herein, neither party makes any warranty of any kind, whether express, implied, statutory or otherwise, and each party specifically disclaims all implied warranties, including any implied warranty of merchantability, fitness for a particular purpose or non-infringement, to the maximum extent permitted by applicable law and any warranties arising out of course of dealing, course of performance or usage in trade. AI Grants makes no representations or warranties regarding (a) the suitability or completeness of the services, (b) the results users may obtain by using the services, or (c) that the services will meet users’ requirements.

Force Majeure

Neither party will be responsible for failure or delay of performance if caused by: an act of war, hostility or sabotage; act of God; electrical, internet or telecommunication outage that is not caused by the obligated party; government restrictions; or other event outside the reasonable control of the obligated party. Each party will use reasonable efforts to mitigate the effect of a force majeure event.

Publicity

You grant us the right to add your name and company logo to our customer list and website for publicity purposes.

Relationship of the Parties

The parties understand and agree that no joint venture, partnership, employment or agency relationship exists between us.

Compliance with Laws

We will comply with all applicable laws in our provision of the Services and in our processing of Submitted Data. You will comply with all applicable laws in your use of the Services, including the collection and compilation of any Personal Data collected or submitted to the Services.

No Waiver

No delay in exercising any right or remedy or failure to object will be considered a waiver of such right or remedy, or of any other right or remedy. A waiver on one occasion shall not be a waiver of any right or remedy on any future occasion.

Assignment

Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the other party’s prior written consent (not to be unreasonably withheld); provided, however, either party may assign these Terms of Service (including all Order Forms and Activation Links), upon providing written notice to the other party, but without the other party’s consent, to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its stock or assets.

No Third-Party Beneficiaries

No person or entity not a party to the Agreement will be a third-party beneficiary.

Warranty of Authority for Corporate Users

Each party represents and warrants that (a) it has full corporate power and authority, and has obtained all corporate approvals, permissions and consents necessary, to enter into these Terms of Service and to perform its obligations hereunder; (b) these Terms of Service are legally binding upon it and enforceable in accordance with its terms; and (c) the execution, delivery and performance of these Terms of Service do not and will not conflict with any agreement, instrument, judgment or understanding, oral or written, to which it is a party or by which it may be bound.