Terms of Service

Last updated: June 22, 2026

Please read these Terms carefully before using the Service.

Order of Precedence

If You and the Company have entered into a signed master services agreement (MSA), data processing agreement (DPA), and/or order form, those signed agreements govern Your use of the Service and supersede these Terms to the extent of any conflict. These Terms apply to self-serve and trial users, and to any matter not addressed by a signed agreement. Enterprise customers are onboarded under a signed MSA + DPA + order form rather than these Terms alone.

Interpretation and Definitions

Interpretation

The words whose initial letters are capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of these Terms:

  • Account means a unique account created for You to access our Service or parts of our Service.
  • Affiliate means an entity that controls, is controlled by, or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
  • Aggregated/De-identified Data means Customer Data that the Company has de-identified and/or aggregated so that it does not identify, and cannot reasonably be used to re-identify, You, any Authorized User, or any individual, and does not reveal Your Confidential Information.
  • Authorized Users means the employees, contractors, and agents whom You authorize to access and use the Service on Your behalf.
  • Company (referred to as either "the Company", "We", "Us" or "Our" in these Terms) refers to GnostraAI, Inc., 2203 Schulle Avenue, Austin, Texas 78703.
  • Confidential Information means non-public information disclosed by one party to the other in connection with these Terms, whether or not marked confidential, that the receiving party should reasonably understand to be confidential.
  • Content refers to content such as text, images, or other information that can be posted, uploaded, linked to, or otherwise made available by You, regardless of the form of that content.
  • Country refers to the United States of America.
  • Customer Data means any data, content, or information uploaded, submitted, posted, transmitted, or otherwise made available to the Service by or on behalf of You or Your Authorized Users, including data ingested through connectors, integrations, or APIs from Your systems (for example, booking, reservation, pricing, financial, and operational records).
  • Device means any device that can access the Service, such as a computer, a cell phone, or a digital tablet.
  • Feedback means feedback, innovations, or suggestions sent by You regarding the attributes, performance, or features of our Service.
  • Free Trial refers to a limited period of time that may be free when purchasing a Subscription.
  • Gnostra Technology means the Service and all software, algorithms, models and model weights, metric/KPI definitions, the ontology and all tenant-specific adapters and configurations, methods, know-how, templates, and improvements, and all intellectual property rights therein.
  • Output means the reports, analyses, answers, visualizations, and other results the Service generates from Your use.
  • Service refers to the Gnostra operational intelligence platform and related Website made available by the Company, accessible at gnostra.ai.
  • Subscriptions refer to the services or access to the Service offered on a subscription basis by the Company to You.
  • Terms (also referred to as "Terms of Service" or "Terms and Conditions") means these Terms, including any documents expressly incorporated by reference, which govern Your access to and use of the Service and form the entire agreement between You and the Company regarding the Service (subject to the Order of Precedence section above).
  • Third-Party Social Media Service means any services or content (including data, information, products, or services) provided by a third party that is displayed, included, made available, or linked to through the Service.
  • Website refers to Gnostra AI, accessible from http://www.gnostra.ai.
  • You means the individual accessing or using the Service, or the company or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Acknowledgment

These are the Terms governing the use of this Service and the agreement between You and the Company. These Terms set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms. These Terms apply to all visitors, users, and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms. If You disagree with any part of these Terms then You may not access the Service.

You represent that You are over the age of 18. The Company does not permit those under 18 to use the Service.

Your access to and use of the Service is also subject to Our Privacy Policy, which describes how We collect, use, and disclose personal information. Please read Our Privacy Policy carefully before using Our Service.

Subscriptions

Subscription period

The Service or some parts of the Service are available only with a paid Subscription. You will be billed in advance on a recurring and periodic basis (such as daily, weekly, monthly, or annually), depending on the type of Subscription plan you select when purchasing the Subscription.

At the end of each period, Your Subscription will automatically renew under the exact same conditions unless You cancel it or the Company cancels it.

Subscription cancellations

You may cancel Your Subscription renewal either through Your Account settings page or by contacting the Company. You will not receive a refund for the fees You already paid for Your current Subscription period and You will be able to access the Service until the end of Your current Subscription period.

Billing

You shall provide the Company with accurate and complete billing information, including full name, address, state, zip code, telephone number, and a valid payment method.

Should automatic billing fail to occur for any reason, the Company will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.

Fee Changes

The Company, in its sole discretion and at any time, may modify the Subscription fees. Any Subscription fee change will become effective at the end of the then-current Subscription period.

The Company will provide You with reasonable prior notice of any change in Subscription fees to give You an opportunity to terminate Your Subscription before such change becomes effective.

Your continued use of the Service after the Subscription fee change comes into effect constitutes Your agreement to pay the modified Subscription fee amount.

Refunds

Except when required by law, paid Subscription fees are non-refundable.

Certain refund requests for Subscriptions may be considered by the Company on a case-by-case basis and granted at the sole discretion of the Company.

Free Trial

The Company may, at its sole discretion, offer a Subscription with a Free Trial for a limited period of time.

You may be required to enter Your billing information in order to sign up for the Free Trial.

If You do enter Your billing information when signing up for a Free Trial, You will not be charged by the Company until the Free Trial has expired. On the last day of the Free Trial period, unless You canceled Your Subscription, You will be automatically charged the applicable Subscription fees for the type of Subscription You have selected.

At any time and without notice, the Company reserves the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer.

User Accounts

When You create an Account with Us, You must provide Us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of Your Account on Our Service.

You are responsible for safeguarding the password that You use to access the Service and for any activities or actions under Your password, whether Your password is with Our Service or a Third-Party Social Media Service.

You agree not to disclose Your password to any third party. You must notify Us immediately upon becoming aware of any breach of security or unauthorized use of Your Account.

You may not use as a username the name of another person or entity or one that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than You without appropriate authorization, or a name that is otherwise offensive, vulgar, or obscene.

Social Login and Linked Accounts

If the Service allows You to sign in, connect, or otherwise interact with a Third-Party Social Media Service, You authorize the Company to access and use information made available by that Third-Party Social Media Service in accordance with Our Privacy Policy and Your settings with that Third-Party Social Media Service.

The Company does not control and is not responsible for the availability, accuracy, or content of any Third-Party Social Media Service, and Your relationship with that Third-Party Social Media Service is governed by its own terms and policies.

Content

Your Content and Customer Data

Our Service allows You to provide Content and Customer Data. You are responsible for the Content and Customer Data that You make available through the Service, including its legality, reliability, accuracy, and appropriateness.

As between the parties, You retain all right, title, and interest in Your Content and Customer Data. You grant the Company only the limited license set out in the "Customer Data — Ownership and License" section below, which permits the Company to host and process Your Content and Customer Data solely to provide, secure, support, maintain, and improve the Service for You. The Company does not make Your Content or Customer Data available to other customers or users except as expressly permitted in these Terms.

You represent and warrant that: (i) the Content and Customer Data are Yours (You own them) or You have the right to use them and grant Us the limited rights and license provided in these Terms, and (ii) making Your Content or Customer Data available through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights, or any other rights of any person.

Content Restrictions

The Company is not responsible for the content of the Service's users. You expressly understand and agree that You are solely responsible for the Content and for all activity that occurs under Your Account, whether done so by You or any third person using Your Account.

You may not transmit any Content that is unlawful, offensive, upsetting, intended to disgust, threatening, libelous, defamatory, obscene, or otherwise objectionable. Examples of such objectionable Content include, but are not limited to, the following:

  • Unlawful or promoting unlawful activity.
  • Defamatory, discriminatory, or mean-spirited content, including references or commentary about religion, race, sexual orientation, gender, national/ethnic origin, or other targeted groups.
  • Spam, machine- or randomly-generated content, constituting unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling.
  • Containing or installing any viruses, worms, malware, trojan horses, or other content designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment, or to damage or obtain unauthorized access to any data or other information of a third person.
  • Infringing on any proprietary rights of any party, including patent, trademark, trade secret, copyright, right of publicity, or other rights.
  • Impersonating any person or entity, including the Company and its employees or representatives.
  • Violating the privacy of any third person.
  • False information and features.

The Company reserves the right, but not the obligation, to, in its sole discretion, determine whether or not any Content is appropriate and complies with these Terms, and to refuse or remove this Content. The Company further reserves the right to make formatting and edits and to change the manner of any Content. The Company can also limit or revoke the use of the Service if You post such objectionable Content.

Content Backups

Although regular backups of Content are performed, the Company does not guarantee there will be no loss or corruption of data.

Corrupt or invalid backup points may be caused by, without limitation, Content that is corrupted prior to being backed up or that changes during the time a backup is performed.

The Company will provide support and attempt to troubleshoot any known or discovered issues that may affect the backups of Content. But You acknowledge that the Company has no liability related to the integrity of Content or the failure to successfully restore Content to a usable state.

You agree to maintain a complete and accurate copy of any Content in a location independent of the Service.

Customer Data — Ownership and License

As between the parties, You retain all right, title, and interest in Customer Data. You grant the Company a limited, non-exclusive, worldwide license to host, copy, store, process, transmit, analyze, and display Customer Data solely to (a) provide, secure, support, and maintain the Service for You, and (b) improve the Service as permitted under the "AI and Model Training" section below. No other use is licensed.

Company Intellectual Property — Technology, Derived and Aggregated Data

The Company exclusively owns the Gnostra Technology, including the ontology and any tenant-specific adapters or models developed in connection with You — excluding any Customer Data or Your Confidential Information embodied in them, which remains Yours. The Company also owns all Aggregated/De-identified Data and all general learnings, know-how, and improvements derived from operating the Service, provided they do not identify You or disclose Your Confidential Information. Except for the limited right to use the Service, You acquire no right, title, or interest in the Gnostra Technology.

The Service and the Gnostra Technology are protected by copyright, trademark, and other laws of both the Country and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of the Company.

AI and Model Training

The Company may process Customer Data to create Aggregated/De-identified Data, and may use that Aggregated/De-identified Data (and resulting model weights and learnings) to train, develop, and improve its models and the Service, subject to all of the following: (a) no re-identification of You or any individual; (b) no disclosure of Your Confidential Information; (c) nothing made available to any other customer reveals or reconstructs Your Confidential Information; and (d) de-identified cohorts meet a minimum-size threshold [counsel to set; relevant while the customer base is small, because small cohorts can be re-identified]. The Company will not train on raw or identifiable Customer Data except as needed to produce Aggregated/De-identified Data under this section.

Training on de-identified data is the default. Enterprise customers who require a flat prohibition on training, or who wish to opt out, may negotiate that position in a signed MSA, which supersedes these Terms for that customer relationship.

Output — Ownership and Use

As between the parties, You own the Output to the extent it consists of or reveals Customer Data, and may use Output for Your internal business purposes (subject only to the use restrictions below). The Company retains all rights in the underlying Gnostra Technology used to generate Output.

Confidentiality and Tenant Isolation

Each party's Confidential Information includes its non-public information disclosed under these Terms. Customer Data — and Output to the extent it consists of or reveals Customer Data — is Your Confidential Information. The Gnostra Technology, including the ontology, dynamic-pricing logic, models, and methods, is the Company's Confidential Information and trade secrets.

The Company will not disclose, display, distribute, sell, or make Your Confidential Information available to any other customer or user, except to Your Authorized Users, to approved subprocessors bound by confidentiality, or as required by law (with notice to You where permitted). This provision continues to be effective after the termination of these Terms.

Use Restrictions

You and Your Authorized Users will not, and will not permit any third party to: (a) reverse engineer, decompile, or attempt to derive the source code, models, or methods of the Service; (b) extract, distill, or replicate the models, ontology, or algorithms; (c) scrape or harvest the Service other than as intended; (d) use the Service, or reverse-engineer Output, to extract or reconstruct the Gnostra Technology in order to build or train a competing or derivative product or service; or (e) use the Service for competitive benchmarking. For clarity, this section does not restrict Your use of Output that consists of or reveals Your own Customer Data for Your internal business purposes.

Copyright Policy

Intellectual Property Infringement

We respect the intellectual property rights of others. It is Our policy to respond to any claim that Content posted on the Service infringes a copyright or other intellectual property right of any person.

If You are a copyright owner, or authorized on behalf of one, and You believe that the copyrighted work has been copied in a way that constitutes copyright infringement that is taking place through the Service, You must submit Your notice in writing to the attention of our copyright agent via email at info@gnostra.ai and include in Your notice a detailed description of the alleged infringement.

You may be held accountable for damages (including costs and attorneys' fees) for misrepresenting that any Content is infringing Your copyright.

DMCA Notice and DMCA Procedure for Copyright Infringement Claims

You may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing our Copyright Agent with the following information in writing (see 17 U.S.C. 512(c)(3) for further detail):

  • An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright's interest.
  • A description of the copyrighted work that You claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work.
  • Identification of the URL or other specific location on the Service where the material that You claim is infringing is located.
  • Your address, telephone number, and email address.
  • A statement by You that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
  • A statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright owner or authorized to act on the copyright owner's behalf.

You can contact our copyright agent via email at info@gnostra.ai. Upon receipt of a notification, the Company will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the Service.

Your Feedback to Us

You assign all rights, title, and interest in any Feedback You provide the Company. If for any reason such assignment is ineffective, You agree to grant the Company a non-exclusive, perpetual, irrevocable, royalty-free, worldwide right and license to use, reproduce, disclose, sub-license, distribute, modify, and exploit such Feedback without restriction.

Data Protection

For personal information relating to Your website visitors, account, and marketing interactions, the Company acts as a Controller as described in the Privacy Policy. For Customer Data processed on Your behalf in providing the Service, the Company acts as a Processor under a separate Data Processing Agreement (DPA), which is executed with enterprise customers. The DPA addresses security, the subprocessor list and flow-down obligations, breach notification, and the return or deletion of Customer Data on termination.

Links to Other Websites

Our Service may contain links to third-party websites or services that are not owned or controlled by the Company.

The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such websites or services.

We strongly advise You to read the terms and conditions and privacy policies of any third-party websites or services that You visit.

Links from a Third-Party Social Media Service

The Service may display, include, make available, or link to content or services provided by a Third-Party Social Media Service. A Third-Party Social Media Service is not owned or controlled by the Company, and the Company does not endorse or assume responsibility for any Third-Party Social Media Service.

You acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with Your access to or use of any Third-Party Social Media Service, including any content, goods, or services made available through them. Your use of any Third-Party Social Media Service is governed by that Third-Party Social Media Service's terms and privacy policies.

Termination

We may terminate or suspend Your Account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms.

Upon termination, Your right to use the Service will cease immediately. If You wish to terminate Your Account, You may simply discontinue using the Service.

If We terminate Your Subscription for convenience (and not due to Your breach), We will refund any prepaid fees covering the remainder of the term of the Subscription after the effective date of termination. In no event will any termination relieve You of the obligation to pay any fees payable to Us for the period prior to the effective date of termination.

Upon termination, the Company will, on request and in accordance with any applicable DPA, return or delete Customer Data within a reasonable period, except where retention is required by law.

Indemnification

Each party (the "Indemnifying Party") will defend, indemnify, and hold harmless the other party and its officers, directors, employees, and agents (the "Indemnified Party") from and against any third-party claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) in the case of the Company as Indemnifying Party, any claim that the Gnostra Technology, as provided and used in accordance with these Terms, infringes a third party's intellectual property rights; and (b) in the case of You as Indemnifying Party, any claim arising from Your Customer Data or Your use of the Service in breach of these Terms.

Each party's aggregate indemnification obligations under these Terms shall not exceed the total fees You paid or owed to the Company during the twelve (12) months preceding the event giving rise to the claim. The Indemnified Party must: (i) promptly notify the Indemnifying Party in writing of any claim; (ii) grant the Indemnifying Party sole control of the defense and settlement of the claim; and (iii) provide reasonable cooperation at the Indemnifying Party's expense. The Indemnifying Party will not settle any claim in a manner that imposes liability or obligation on the Indemnified Party without the Indemnified Party's prior written consent.

Enterprise customers may negotiate different indemnification terms, including scope, procedures, and caps, in a signed MSA, which supersedes these Terms for that customer relationship.

Limitation of Liability

To the maximum extent permitted by applicable law, the entire aggregate liability of the Company and any of its suppliers under any provision of these Terms, and Your exclusive remedy for all of the foregoing, shall be limited to the total fees You paid or owed to the Company for the Service during the twelve (12) months preceding the event giving rise to the liability. Enterprise customers may negotiate a different cap in a signed MSA, which supersedes these Terms for that customer relationship.

To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, business interruption, personal injury, or loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of these Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party's liability will be limited to the greatest extent permitted by law.

"AS IS" and "AS AVAILABLE" Disclaimer

The Service is provided to You "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its Affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory, or otherwise, with respect to the Service, including all implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage, or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind, that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems, or services, operate without interruption, meet any performance or reliability standards, or be error-free, or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither the Company nor any of the Company's providers makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs, or other harmful components.

Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.

Governing Law

These Terms and Your use of the Service are governed by the laws of the State of Delaware, United States, excluding its conflict-of-laws rules. Your use of the Service may also be subject to other local, state, national, or international laws. Subject to the Disputes Resolution section, the parties submit to the exclusive jurisdiction of, and venue in, the state and federal courts located in New Castle County, Delaware, and each party waives any objection to such jurisdiction and venue.

Disputes Resolution

If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company.

For European Union (EU) Users

If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which You are resident.

United States Federal Government End Use Provisions

If You are a U.S. federal government end user, our Service is a "Commercial Item" as that term is defined at 48 C.F.R. §2.101.

United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

Severability and Waiver

Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not affect a party's ability to exercise such right or require such performance at any time thereafter, nor shall the waiver of a breach constitute a waiver of any subsequent breach.

Translation Interpretation

These Terms may have been translated if We have made them available to You on our Service. You agree that the original English text shall prevail in the case of a dispute.

Changes to These Terms

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material, We will make reasonable efforts to 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 Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the Service.

Contact Us

If you have any questions about these Terms, You can contact us: