Terms and Conditions

Last Updated: 29 October 2024

1. Introduction and Acceptance of Terms

Welcome to Gatsbi (the “Software”). These Terms and Conditions (“Terms”) govern your access to and use of the Software provided jointly by Clouchie Limited (“Clouchie”) and Dalian Yunzhihui Technology Co., Ltd. (“Dalian Yunzhihui”), collectively referred to as “we,” “us,” or “our.” By downloading, installing, registering for, or using the Software, you (“User”) agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Software.

2. Definitions

“Software” refers to Gatsbi, the desktop application provided by us.
“User” refers to any individual who accesses or uses the Software.
“Content” means any text, graphics, images, or other material generated, provided, or otherwise made accessible through the Software.
“Services” refers to the functionalities and features offered by the Software.
“AI Functionality” refers to the backend AI features developed by Clouchie Limited.
“Front-End Functionality” refers to the front-end interface, local data storage, login and authentication, and file export functions developed by Dalian Yunzhihui Technology Co., Ltd.
“AI Service Providers” are third-party artificial intelligence service providers, such as OpenAI, chosen by the User.
“Transparent AI Services” are additional backend AI services used by the Software, which are transparent to the User.
“Research Interests Description” refers to the description of research interests provided by the User during registration.
“Payment Processor” refers to Stripe, the third-party service we use to process payments.
“Subscription Plans” refers to the various subscription options available, including 1-day, monthly, and yearly subscriptions.
“NLTK” refers to the Natural Language Toolkit, an open-source software module used in the Software.
“Pandoc” refers to the document converter used as a standalone executable via command line, licensed under the GNU General Public License version 2 (GPL v2).
“Open-Source Components” refers to software components included in the Software that are licensed under open-source licenses.

3. Ownership and Intellectual Property

3.1. Joint Ownership

The Software is a collaborative product developed by Clouchie Limited and Dalian Yunzhihui Technology Co., Ltd.
Clouchie owns the intellectual property rights to the AI Functionality (backend).
Dalian Yunzhihui owns the intellectual property rights to the Front-End Functionality.
Both parties jointly own the collective work as the Software.

3.2. Global Sales

Clouchie Limited is responsible for the global sales and distribution of the Software.

3.3. Relationship of Parties

Clouchie and Dalian Yunzhihui are independent legal entities collaborating on the development and distribution of the Software.
No partnership, joint venture, or agency relationship exists between them beyond this collaboration, except as expressly set forth in these Terms.

4. License Grant and Restrictions

We grant you a limited, non-exclusive, non-transferable, and revocable license to use the Software for personal or internal business purposes, subject to these Terms. You agree not to:

Copy, modify, or create derivative works of the Software.
Distribute, transfer, sublicense, lease, lend, or rent the Software to any third party.
Reverse engineer, decompile, or disassemble the Software.
Use the Software for any unlawful or prohibited activities.

5. User Obligations and Conduct

5.1. Accurate Information

You agree to provide and maintain accurate, current, and complete information during registration and use of the Software.

5.2. Prohibited Activities

Academic Misconduct: You must not use the Software for any form of academic misconduct, including plagiarism, fabrication, or falsification.
Unethical or Illegal Behaviour: You must not use the Software for activities that violate ethical standards, professional codes of conduct, or local laws.
Other Prohibited Uses: You must not use the Software to infringe on intellectual property rights, distribute harmful content, or for any unlawful purposes.

5.3. Research Interests Description

Do not include personal or sensitive information in your Research Interests Description.
You are responsible for ensuring this information is anonymized.

5.4. Account Usage and Device Limitations

Device Limit: Each account is limited to access and use the Software on no more than three (3) devices. You agree not to use or attempt to use your account on more than three devices. Sharing your account credentials with others to circumvent this limitation is strictly prohibited.
Monitoring of Device Usage: We reserve the right to monitor the number of devices associated with your account to ensure compliance with this limitation. This monitoring is conducted in accordance with our Privacy Policy.

5.5. Compliance with Laws

You agree to comply with all Softwarelicable laws, regulations, and ethical standards.

6. Fees and Payment

6.1. Subscription Plans

We offer 1-day, monthly, and yearly subscription plans.
The unit cost decreases progressively with longer-duration subscriptions, offering better value for longer commitments.

6.2. Recurring Charges

Automatic Renewal: Monthly and yearly subscriptions are set to renew automatically by default. You will be charged at the beginning of each billing cycle corresponding to your chosen plan.

6.3. Payment Processing

All payments are processed by Stripe. We do not collect or store your payment information.

6.4. User Agreement with Stripe

By making payments, you agree to Stripe’s Terms of Service and Privacy Policy.

6.5. Changes to Fees

We reserve the right to change fees upon notice to you.

7. Cancellation and Refund Policy

7.1. Cancellation

You may cancel your subscription at any time by logging into your account on our website and following the cancellation procedures.
Cancellations take effect in the next billing period.

7.2. Refunds

No Usage During Current Period:
- If you have not logged in or used the Software during the current period, you can request a refund through the website.
Manual Review:
- Refund requests are subject to manual review and processing.
Subscriptions with Usage:
- For monthly or yearly subscriptions, if you request a refund during a billing period with usage:
  - Refund Calculation:
    - The used portion will be charged at the next higher tier rate
    - Final refund = Original payment - (Used time × Next tier rate)

7.3. No Refunds for Violations

If your account is terminated due to a violation of these Terms, including exceeding the device usage limit, you will not be eligible for any refund of subscription fees for the current or previous billing periods.

8. Intellectual Property Rights

8.1. Ownership

Clouchie Limited owns all rights, title, and interest in and to the AI Functionality (backend).
Dalian Yunzhihui Technology Co., Ltd. owns all rights, title, and interest in and to the Front-End Functionality.
The Software, as a collective work, is jointly owned by Clouchie and Dalian Yunzhihui.

8.2. User-Generated Content

Content Ownership:
- You retain full ownership of all content you generate using the Software.
- This includes but is not limited to text, data, files and any other outputs.
Data Collection Policy:
- Subscription Users:
  - For monthly and yearly subscription users, we do not collect or store any content you interact with or generate.
  - Your data privacy and security are fully protected.
- Trial Users:
  - For 1-day trial users, we reserve the right to collect and store the content you interact with or generate.
  - Such data may be used for service improvement and quality assurance.
  - Trial data will be handled in accordance with our Privacy Policy.

8.3. Third-Party Content

We disclaim responsibility for content provided by third-party AI Service Providers.

9. Content Creation and Use

9.1. No Professional Advice

The Software’s content does not constitute legal, technical, or professional advice.

9.2. Accuracy and Reliability

We do not warrant the accuracy or reliability of content generated.

9.3. User Responsibility

You are responsible for verifying the suitability and legality of the generated content.
You must not use the content for unethical or illegal purposes, including academic misconduct.

10. Privacy Policy

Please refer to our Privacy Policy for information on how we collect, use, and disclose your personal information.

11. Third-Party Services and Content

11.1. AI Service Providers

User Choice: You may choose from a list of AI Service Providers.
API Keys: You must provide an API key for your chosen provider, stored locally on your device.
Data Sent: Only the content you enter is sent to the AI Service Provider.
User Responsibility: You are responsible for complying with their terms.

11.2. Transparent AI Services

Usage: Used for backend processing.
Data Sent: Only intermediate content and anonymized Research Interests Description are sent.
Privacy: Your account name and password are not sent.

11.3. Payment Processor (Stripe)

Payment Processing: Stripe processes payments.
No Liability: We are not responsible for Stripe’s actions or policies.
User Agreement: Review Stripe’s terms and policies before making payments.

11.4. Open-Source Components

11.4.1. Natural Language Toolkit (NLTK)

Description: The Software includes NLTK, an open-source module licensed under the Apache License 2.0.
License Terms: Your use of NLTK is subject to the terms and conditions of the Apache License 2.0.
License Inclusion: A copy of the Apache License 2.0 is included within the Software under the “Licenses” section and is available in the distribution package.
Acknowledgment: We acknowledge and thank the NLTK Project (https://www.nltk.org/) and the open-source community for their contributions.
No Modifications: We have not modified NLTK. It is used in its original form as provided by the NLTK Project.

11.4.2. Pandoc

Description: The Software uses Pandoc as a standalone executable via command line. It is not integrated into our software.
License Terms: Pandoc is licensed under the GNU General Public License version 2 (GPL v2).
License Inclusion: A copy of the GPL v2 license is included within the Software under the “Licenses” section and is available in the distribution package.
Source Code Availability:
- In compliance with the GPL v2 license, we provide access to the source code of Pandoc.
- You can obtain the source code for Pandoc at jgm/pandoc.
Acknowledgment: We acknowledge and thank the Pandoc community for their contributions to open-source software.
No Modifications: We have not modified Pandoc. It is used in its original form as provided by the Pandoc project.

11.4.3. User Obligations

You agree to comply with the terms of the Apache License 2.0 and GPL v2 when using the Software.

11.5. No Endorsement

We do not endorse any third-party content or services.

12. Limitation of Liability

12.1. Clouchie Limited’s Liability

Clouchie is responsible for the AI Functionality (backend) and the global sales and distribution of the Software.
Clouchie is not responsible for the Front-End Functionality developed by Dalian Yunzhihui.

12.2. Dalian Yunzhihui Technology Co., Ltd.’s Liability

Dalian Yunzhihui is responsible for the Front-End Functionality, including the user interface, local data storage, login and authentication, and file export features.
Dalian Yunzhihui is not responsible for the AI Functionality developed by Clouchie.

12.3. Limitation of Liability

To the maximum extent permitted by law:
- Neither Clouchie nor Dalian Yunzhihui shall be liable for any indirect, incidental, consequential, or punitive damages arising out of or related to your use or inability to use the Software.
- The total liability of Clouchie and Dalian Yunzhihui combined shall not exceed the amount you have paid in the last 1 month.
Both parties disclaim liability for issues arising from third-party services and open-source components.

13. Indemnification

You agree to indemnify and hold harmless Clouchie and Dalian Yunzhihui from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

Your misuse of the Software.
Violation of these Terms.
Inclusion of personal or sensitive information in your Research Interests Description.
Use of the Software for academic misconduct or unethical activities.

14. Termination

14.1. Termination by Us

We reserve the right to suspend or terminate your access to the Software immediately, without prior notice or liability, if you breach any provision of these Terms, including but not limited to exceeding the device usage limit. In such cases, you will not be entitled to any refund of fees paid.

14.2. Termination by You

You may terminate your account by following the procedures on our website.

14.3. Effect of Termination

Your right to use the Software ceases immediately.
Any outstanding fees become due.
Sections that by their nature should survive termination will do so.

15. Severability

If any provision of these Terms is found unenforceable or invalid, the remaining provisions will remain in full effect.

16. Entire Agreement

These Terms constitute the entire agreement between you, Clouchie Limited, and Dalian Yunzhihui Technology Co., Ltd. regarding the Software and supersede any prior agreements.

17. No Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

18. Assignment

We may assign our rights and obligations under these Terms without your consent.

19. Contact Information

19.1. Clouchie Limited

Email: gatsbi@clouchie.ai
Address: 55 Baker St, London, W1U 8EW, United Kingdom

19.2. Dalian Yunzhihui Technology Co., Ltd.

Email: gatsbi@dlyzh.com
Address: 202-1, 3 Gaoxin Street, High-Tech Industrial Park, Dalian, 116085, China

20. Independent Parties

Clouchie and Dalian Yunzhihui are independent legal entities collaborating on the development and distribution of the Software.
No partnership, joint venture, or agency relationship exists between them beyond this collaboration, except as expressly set forth in these Terms.

21. User Responsibility

21.1. Compliance with Laws

You are responsible for ensuring that your use of the Software complies with all applicable laws, regulations, and intellectual property rights in your jurisdiction.

21.2. Third-Party Claims

If any third party claims that the Software infringes their intellectual property rights, you should contact the respective party responsible for the functionality in question. Clouchie is responsible for the AI Functionality, and Dalian Yunzhihui is responsible for the Front-End Functionality.

22. Export Controls and Legal Compliance

You agree to comply with all applicable export control laws and regulations. You must not use the Software if such use is prohibited by applicable law.

23. Ethical Use and Content Standards

23.1. Prohibited Content and Use

Do not use the Software for academic misconduct, unethical behavior, or illegal activities.
Do not create or distribute harmful or infringing content.

23.2. User Responsibility

You are solely responsible for your actions and ensuring compliance with all applicable laws and ethical guidelines.

23.3. Reporting Mechanism

Report any misuse or unethical behavior to gatsbi@clouchie.ai.

24. Disclaimers of Warranties

The Software is provided on an “as-is” and “as-available” basis. We disclaim all warranties, express or implied, including:

Fitness for a particular purpose.
Non-infringement.
Accuracy or reliability of generated content.
We do not guarantee specific outcomes from using the Software.

25. Dispute Resolution Between Parties

Any disputes between Clouchie and Dalian Yunzhihui regarding these Terms or the Software shall be resolved separately and do not involve the User.

By using our Software and services, you acknowledge that you have read and understood these Terms and agree to be bound by them.