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Commercial Terms & Master Subscription Agreement

Terms of Service

Effective Date: August 12, 2026 • Governing Law: Ontario, Canada • GVOTS

1. Acceptance of Terms & Corporate Authority

By accessing, browsing, registering for, or utilizing the engineering studio services provided by GVOTS ("we", "us", "our") through gvots.tech, you ("Customer" or "User") agree to be legally bound by these Terms of Service. If you are entering into this agreement on behalf of a corporation, partnership, or other legal entity, you represent and warrant that you possess full legal authority to bind such entity to these Terms.

2. SaaS Account Registration & Workspace Access

To access certain features of the platform, Customer must create an account. Customer agrees to maintain accurate, current, and complete registration information. Customer is solely responsible for safeguarding workspace credentials, session tokens, and exported artifact archives created via Export Project Bundle (.ZIP / Multi-Artifact Archive). Customer must notify GVOTS immediately at support@gvots.tech upon discovering any unauthorized account activity.

3. 14-Day Open Beta Pro Trial & Subscription Billing

GVOTS provides a 14-day free Pro Trial for new verified accounts without requiring credit card pre-authorization. At the conclusion of the 14-day trial period, the workspace automatically transitions to the free Starter tier unless the Customer chooses to upgrade to a commercial subscription. Commercial tiers (Pro and Team) are billed in advance on a recurring monthly or annual basis (with a 20% discount on annual commitments). Subscriptions may be cancelled at any time via Profile Settings.

4. Customer Ownership of Generated Code & Specifications

100% Intellectual Property Assignment: Customer retains sole and exclusive intellectual property ownership, copyright, and patent rights in all customer inputs (including spoken audio notes, technical prompts, and uploaded codebase attachments) and all outputs generated by the studio (including OpenAPI functional specifications, Mermaid architecture diagrams, database migration scripts, and application boilerplate code). GVOTS claims zero title, license, or proprietary interest in any code or architecture created within your workspaces.

5. Proprietary Platform License & Restrictions

Subject to these Terms, GVOTS grants Customer a non-exclusive, non-transferable, revocable license to access and use the SaaS engineering platform. Customer shall not: (a) license, sublicense, sell, resell, or distribute the platform or API endpoints; (b) reverse engineer, decompile, or extract proprietary studio heuristics; (c) circumvent rate limiters or concurrency queues; or (d) access the service to build a competing voice-to-spec B2B product.

6. Mutual Confidentiality & Trade Secret Protection

"Confidential Information" refers to all non-public information disclosed by either party, including customer architecture notes, proprietary prompts, codebases, and platform architecture heuristics. Each party agrees to protect the other's Confidential Information with the same degree of care it uses for its own confidential assets (at least reasonable care) and not to disclose such information to third parties without prior written consent, except to authorized employees or cloud infrastructure sub-processors under equivalent non-disclosure obligations.

7. Service Availability, North American Compute & Custom SLA

GVOTS targets 99.9% monthly service uptime across its reasoning clusters deployed in isolated North American VPC enclaves (Toronto (Canada Central) and Virginia (US East)). Scheduled maintenance windows are communicated at least 48 hours in advance and executed during off-peak weekend hours. Team subscribers receive access to a Dedicated High-Concurrency Processing Queue & Custom SLA with elevated priority processing and guaranteed latency bounds.

8. Warranties, Disclaimers & Limitation of Liability

GVOTS outputs are synthesized via advanced generative probabilistic reasoning. While optimized for syntax accuracy, system resilience, and AST validity, generated code, database migrations, and architectural RFCs are provided "AS IS" without warranty of merchantability or fitness for a particular deployment. Customer engineering teams are responsible for staging review and test verification prior to production release. To the maximum extent permitted under applicable law, GVOTS shall not be liable for indirect, incidental, or consequential damages. Total aggregate liability is limited to fees paid by Customer to GVOTS in the twelve (12) months preceding the incident.

9. Term, Suspension & Termination Rights

This agreement remains in effect until terminated by either party. Customer may terminate at any time by cancelling their subscription and closing their account. GVOTS reserves the right to suspend or terminate workspace access immediately if Customer violates our Acceptable Use Policy, engages in abusive scripting, or attempts unauthorized penetration testing. Upon termination, Customer retains the right to export all historical workspaces via Markdown (.MD) export and Export Project Bundle (.ZIP / Multi-Artifact Archive) within thirty (30) days.

10. Governing Law & Exclusive Jurisdiction

These Terms and any dispute or claim arising out of or in connection with them shall be governed by, construed, and enforced exclusively in accordance with the substantive laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of laws principles. The parties irrevocably attorn to the exclusive jurisdiction of the courts of the City of Toronto, Ontario, Canada. Inquiries regarding legal terms should be directed to support@gvots.tech.