Terms of Service

Welcome to Green Lotus Inc. ("Company", "we", "our", or "us").

These Terms of Service ("Terms"), together with any subscription documentation or order form, constitute a legally binding agreement between us and you and governs your access to and use of our website, services, and any associated applications (collectively, the "Services").

All references to “you” under these Terms includes all authorized users accessing the Services within your organization or through your subscription. By using our Services, you agree to be legally bound by these Terms. If you do not agree, you must not access or use the Services.

Before using our Services, you are expected to review these Terms in their entirety. Ongoing use of the Services indicates your acceptance of and adherence to all terms stated herein. You further agree to refrain from any actions or behavior that, in our reasonable judgment, could interfere with, disrupt, or impair the normal delivery, performance, or integrity of the Services.

1. Eligibility

This Website is offered and available to users who are 18 years of age or older and reside in the United States or any of its territories or possessions, or in Canada. By using this Website, you represent and warrant that you are of legal age to form a binding contract with us and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.

2. Services and Service Levels

Upon your compliance with the provisions of these Terms, including, without limitation, the timely settlement of all applicable fees, we agree to deliver the Services defined in your subscription documentation or order form (“Subscription Order”). “Subscription Order” refers to the documents or confirmations that describe your selected Services and confirms your payment of the associated fees.

While we strive to deliver a high-quality user experience, you acknowledge that we make no assurances, representations, or guarantees regarding any particular outcome or result derived from the use of our Services.

We reserve the unrestricted right to enhance, revise, or otherwise modify the Services at any time, which may include adjustments to functionality or the way the Services are delivered. Such changes may alter how features work or render prior features obsolete. Your current subscription does not rely upon or create any expectation of future updates, enhancements, or the continued availability of specific features or integrations. Statements made publicly about potential upgrades or roadmap developments are aspirational only and do not bind us to any future delivery.

You understand that access to our website and Services may be temporarily unavailable from time to time due to maintenance, updates, system errors, or factors beyond our control, including the performance of third-party service providers. Our Services are delivered on an “as is” and “as available” basis, and we disclaim responsibility for delays, disruptions, loss of data, or interruptions in service delivery, including those affecting user preferences or communications.

3. User Accounts, Communications and Authorized Use

You are solely responsible for any actions or activities that occur under your account. You agree to safeguard your login credentials and treat them as confidential. You must not share your password or permit others outside of your organization to access your account on your behalf. Should you suspect any unauthorized access or security breach, including a compromised password, you agree to notify us immediately.

When using your account on public or shared devices or networks, you are encouraged to exercise caution to prevent third parties from viewing or capturing sensitive account information.

By registering with us, you consent to receive electronic communications from us, including updates, service notices, and promotional content. You may unsubscribe from non-essential communications at any time by following the opt-out instructions provided in those messages.

User accounts are non-transferable and may not be assigned, sublicensed, or otherwise shared with individuals outside of your organization. However, you may authorize designated users within your organization to access the Services under your account. Notwithstanding such internal delegation, you acknowledge and agree that you remain solely and fully responsible for all actions taken through your account, whether undertaken by you or any authorized user. You agree not to use false identities, act on behalf of others without consent, or misrepresent your identity during registration. You are further responsible for ensuring that all authorized users understand and comply with the terms and conditions set forth in these Terms. Any violation of these Terms by an authorized user shall be deemed a breach by you.

To maintain the integrity and security of our platform and its users, we reserve the right to suspend, deactivate, or permanently remove any account at our discretion, with or without cause. We may also request verification of your identity when necessary to ensure account ownership and platform security.

4. Customer Responsibility and Acceptable Use

You agree and acknowledge that:

• you are solely responsible for ensuring that all authorized users within your organization understand and comply with these Terms, related documentation, and any applicable subscription or order forms;
• you bear full responsibility for the accuracy, integrity, legality, and appropriate use of all data, content, or materials submitted to or processed through the Services, including ensuring that you have lawfully obtained and are permitted to use such data for its intended purpose;
• you will exercise commercially reasonable measures to prevent unauthorized access to or use of the Services, including maintaining appropriate access controls and security protocols, and will promptly notify us upon becoming aware of any such unauthorized access, misuse, or security incident;
• you will use the Services only in accordance with these Terms, all applicable service documentation, any applicable subscription agreements, and all relevant laws, regulations, and industry standards; and
• you will adhere to these Terms, usage policies, and restrictions of any third-party platforms, tools, or services that you integrate with or access via the Services.

You are strictly prohibited from using the Services, directly or indirectly, in any manner that:

• causes harm to individuals or groups, or promotes harassment, discrimination, or violence;
• infringes on another person’s privacy, including through unauthorized tracking, monitoring, or identification;
• deliberately spreads false information, manipulates facts, or engages in deceptive practices;
• replicates or misrepresents an individual’s voice, likeness, or identity without lawful consent or authorization;
• attempts to reverse engineer, decompile, disassemble, translate, or otherwise attempt to derive or discover the source code, object code, architecture, algorithms, file structures, data schemas, protocols, programming interfaces, or underlying ideas, methodologies, or know-how associated with the Services or any software, tools, documentation, or data provided in connection with the Services;
• targets, exploits, or endangers minors in any form;
• attempts to override, disable, or bypass safety controls, or deliberately prompts outputs intended to violate our usage policies; or
• involves any 'High-Risk Use.' High-Risk Use means any application where the failure or fault of the Services could reasonably be expected to lead to death, personal injury, or severe property or environmental damage, such as in the operation of nuclear facilities, air traffic control, or life support systems.

All users are expected to engage with the Services in good faith and with full respect for ethical boundaries, individual rights, and community standards. We reserve the right, in our sole discretion, to immediately suspend or restrict your access to the Services, without prior notice, if we determine that your use presents a threat to the security, integrity, availability, or proper functioning of the Services. Where commercially reasonable and legally permissible, we will make good faith efforts to notify you and allow for remediation prior to enforcing such suspension.

5. Term and Termination

• Annual Subscriptions: Your Subscription Order will automatically renew annually from the commencement of your first Subscription Order, unless terminated by sending us a notice of termination no less than 30-days before the expiry of the existing annual subscription period. The termination notice must be sent to help @greenlotus.ca.
• Monthly subscriptions: Your Subscription Order will automatically renew on a month to month basis from the commencement of your first Subscription Order, unless terminated by sending us a 30-days’ prior notice of termination. The termination notice must be sent to help @greenlotus.ca.

Without prejudice to any rights we may have under these Terms, we may terminate or suspend your access to the Services if we believe you to be in breach of the Terms. Such situations include if we are unable to debit your nominated bank account for payment of the Subscription Fees or any fees owing to us.

6. Fees, Payment & Billing

In consideration for the Services, you agree to pay us a fee (“Subscription Fee”) as may be outlined in the Subscription Order, and any applicable taxes. All Subscription Fees and payments made under a Subscription Order are non-refundable. You acknowledge and agree that your subscription to the Services is purchased for a defined term, and that we shall have no obligation to issue any refund, credit, or compensation in the event your access to the Services is suspended, limited, or terminated before the end of your subscription period, whether by your request, for convenience, or due to a breach of these Terms. This no-refund policy applies regardless of usage level, dissatisfaction, or early termination, except where otherwise required by applicable law.

You shall be solely responsible for the payment of all applicable taxes, levies, duties, or similar governmental assessments, including without limitation value-added, sales, use, withholding, and income taxes, imposed by any jurisdiction in connection with the Subscription Fee payable under any Subscription Order.

You acknowledge and agree that any purchase order, receipt, confirmation, or similar document issued by you in connection with the Service is issued solely for your internal accounting or administrative purposes. Any additional or conflicting terms, conditions, or references included in such documents shall be deemed null, void, and without legal effect. We expressly reject and object to any such provisions, and no such terms shall modify or supplement these Terms.

• Annual Subscriptions: The Subscription Fee plus applicable taxes will be billed annually in advance of each 12-months subscription period. Payments are securely processed via third-party providers such as Stripe.
• Monthly Subscriptions: The Subscription Fee plus applicable taxes will be billed monthly in advance of each month. Payments are securely processed via third-party providers such as Stripe.

7. Usage Credits and Overage Fees

Certain Services and software features are subject to usage-based fees. To facilitate access to these features, your Subscription includes a monthly usage credit as described below.

(a) Monthly Usage Credit: Each account in good standing will receive a monthly credit of fifty dollars ($50.00) ("Usage Credit"). This credit can be applied towards the usage costs of the features listed in the table below. The Usage Credit is non-refundable, has no cash value, is non-transferable, and expires at the end of each monthly billing period. Unused portions of the Usage Credit will not roll over to subsequent months.

(b) Usage Rates: The following rates will be applied against your Monthly Usage Credit. These rates are subject to change upon thirty (30) days' notice to you.

(c) Overage Charges: You are responsible for monitoring your own usage. If your total usage costs within a monthly billing period exceed the $50.00 Usage Credit, you will be automatically charged for the additional amount ("Overage Fees"). You hereby authorize Green Lotus Inc. to charge the payment method on file for any and all Overage Fees incurred. Overage Fees are billed at the end of the billing cycle in which they are incurred.

8. Intellectual Property

By accessing the Services, you acknowledge and accept that you may encounter various forms of content, including without limitation text, images, audio, audiovisual material, geolocation data, AI generated content and other communications (collectively, "Content"), originating from multiple sources. We do not make any representations or warranties regarding the completeness, reliability, legal compliance, or relevance of such Content, and we expressly disclaim any liability associated with your reliance on or use of it.

All Content made available through the Services, including that generated or delivered by the AI Services, is either our property, is licensed to us, or lawfully acquired, and is protected under applicable intellectual property and proprietary rights laws. You are granted a limited, revocable, non-exclusive, and non-transferable license to access, download, and store Content made available through the Services solely for your personal, non-commercial use, subject to continued compliance with these Terms. You agree to not reproduce, republish, modify, distribute, transmit, or otherwise exploit any part of the Services or its Content for public or commercial purposes without our prior written consent.

Subject to the same conditions, you are also granted a license to download and install our proprietary application ("Green Lotus AI") on a compatible device owned or controlled by you, for the exclusive purpose of accessing the subscribed Services during the term of your active subscription. This license is non-sublicensable and terminates automatically upon the expiration or termination of your subscription or this Agreement.

Unless expressly stated otherwise, references to individuals, trademarks, brand names, or third-party content that appear on the website or within the Services are for descriptive and identification purposes only. Such appearances do not imply affiliation, sponsorship, or endorsement by us. All third-party trademarks remain the property of their respective owners.

Any suggestions, feedback, or ideas submitted to us in connection with the Services shall be deemed non-confidential and may be used by us without restriction or compensation.

9. Privacy and Security

Your use of the Services is also governed by our Privacy Policy which explains how we collect, store, and use your personal information. We reserve the right to analyze and aggregate anonymized usage data across accounts for the purposes of improving system performance, detecting misuse, and enhancing platform functionality, subject to our Privacy Policy.

10. Use of AI Services and Client Obligations

We offer artificial intelligence capabilities as part of the Services (“AI Services”). Outputs generated by the AI Services are provided for informational purposes only and do not constitute legal, financial, or professional advice. We make no representations as to the accuracy, completeness, or reliability of AI-generated results.

Ownership of Generated Content. As between the Parties and subject to your full compliance with these Terms, we hereby assign to you all right, title, and interest in and to the content generated for you by our AI services ('Output'). You are solely responsible for this Output, including for ensuring that it does not violate any applicable law or these Terms.

Purpose and Oversight. You agree that, should you utilize the Services to inform or influence decisions, it is your sole obligation to assess and address any foreseeable risks associated with your specific use case. You will implement appropriate technical, procedural, and human oversight measures to ensure the ethical, lawful, and responsible application of the Services. Without limitation, you will not rely on the AI Services to make decisions that may impact an individual’s health, safety, fundamental rights, or legal status, nor shall you permit any outcome that may result in unlawful bias, disparate treatment, or violation of applicable law.

Disclosure of Use. Upon our written request, you agree to promptly provide information about your intended uses of the AI Services and confirm your compliance with the terms set forth in these Terms.

Accountability for Outcomes. You accept full and exclusive responsibility for all decisions, actions, omissions, and representations made in connection with your use of the AI Services. You acknowledge that the AI Services incorporate machine learning algorithms, natural language generation, or other probabilistic models that may produce inaccurate, imprecise, or non-deterministic results. Accordingly, you agree to conduct appropriate validation and exercise professional judgment when reviewing AI-generated content, including where such content may impact regulated activity or third-party rights.

Legal Compliance. You will at all times remain solely responsible for ensuring that your use of the AI Services complies with all applicable statutes, laws, and regulatory frameworks governing data privacy, consumer protection, intellectual property, and artificial intelligence systems, including, where applicable, international or jurisdiction-specific regulations such as the European Union Artificial Intelligence Act.

Assumption of Risk and Verification Obligations. You acknowledge and agree that any content generated by the AI Services is provided without guarantee of accuracy or completeness, and may contain factual errors, outdated references, or contextually inappropriate material. You are solely responsible for reviewing and verifying the suitability and legality of any content generated before relying upon or publishing it. You agree to consult appropriate subject-matter experts or legal professionals when making determinations based on such content. You further agree to assume full liability for any claim, damage, loss, or regulatory inquiry arising from your failure to perform such due diligence.

11. Third-Party Content

The Services may include links to or integrations with third-party platforms. We are not responsible for the practices or content of third parties. Your interactions with third parties are governed by their own terms and policies. You acknowledge that certain Content accessible through the Services may originate from independent third parties. In such cases, all rights, title, and interest in and to that third-party content, including all associated intellectual property rights, shall remain with the respective content creators or rights holders. We neither control nor guarantee the completeness, accuracy, or legality of any third-party content and expressly disclaim any liability arising from your reliance on or use of such materials. We do not endorse, support, or warrant the views, representations, or recommendations expressed in third-party content made available via the Services.

As between us and you, we exclusively retain all ownership rights, whether registered or unregistered, worldwide and in any form, in and to our proprietary assets, including but not limited to our trademarks, logos, branding elements, platform designs, original Content, and any other materials developed or provided by us in connection with the Services (“Our IP”). Except as clearly stated in this Agreement, no rights, licenses, or interests—whether express, implied, or by estoppel—are granted to you with respect to Our IP. All such rights are hereby reserved.

12. User Content

If you submit, post, upload, or use the Services to process any content, including electronic data, materials, files, datasets, compilations, reports, and other digital information (“User Content”), you retain ownership of any intellectual property rights you hold in such User Content. However, by making available User Content to the Services, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, sublicensable, and transferable license to use, reproduce, modify, publish, distribute, and display such content as necessary to deliver, maintain, support, and improve the Services, including in aggregated or anonymized form.

You represent and warrant that: (a) you have all rights and necessary permissions to submit the User Content; (b) your submission and our use of the User Content does not and will not infringe or violate any third-party rights; and (c) the User Content does not contain unlawful, harmful, or offensive material.

We reserve the right, but are not obligated, to monitor, remove, or restrict access to User Content at our sole discretion. You are solely responsible for the legality and appropriateness of the content you contribute.

Client Identification and Website Credit. You agree that We may identify you as a client of Green Lotus Inc. and use your name, logo, and/or trademarks in our promotional materials, client lists, and on our website. Furthermore, you agree that for certain services, such as website design, we may place a credit link or notice (e.g., "Website by Green Lotus") in the footer of the developed website. You may request the removal of such a credit by submitting a written request to help @greenlotus.ca, which we will address in a commercially reasonable timeframe.

Data Usage for AI Model Training. To improve and develop our services, including our artificial intelligence models, we may use User Content. However, we will not use your non-public User Content to train our AI models without your prior consent. You may opt-out of allowing your data to be used for model training purposes by providing written notice to us at help @greenlotus.ca. This decision will not affect your access to or use of the Services.

13. Disclaimer of Warranties

To the maximum extent permitted under applicable law, we expressly disclaim all warranties, conditions, representations, and other terms, whether express, implied, statutory, or otherwise, that may be inferred by statute, common law, or equity, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, or accuracy of content.

You acknowledge and agree that your access to and use of the website and Services is at your sole risk. Under no circumstance shall we or any of our officers, employees, contractors, agents, licensors, or service providers be liable to you or any third party for any direct, indirect, incidental, consequential, punitive, exemplary, special, or similar damages, including, without limitation, loss of profits, revenue, data, use, goodwill, or other intangible losses, arising out of or in connection with: (a) your access to, use of, or inability to access or use the website or Services; (b) reliance upon or performance of the website or Services; (c) interruption, suspension, modification, or discontinuation of any aspect of the website or Services; or (d) your engagement with, or reliance upon, content or third-party services linked to or integrated with the website or Services. This limitation applies regardless of the legal theory invoked, whether in contract, tort (including negligence), equity, statute, or otherwise, even if we were advised of the possibility of such damages.

We make no warranty that: (i) the website or Services will meet your specific expectations or requirements; (ii) access will be secure, uninterrupted, timely, or error-free; (iii) any results derived from the use of the Services will be accurate, reliable, or financially beneficial; or (iv) any errors or defects will be corrected. We reserve the right, in our sole discretion and without liability, to amend, suspend, or discontinue any aspect of the website or Services at any time and without prior notice to you.

You understand and agree that any transactions conducted between you and third parties, including but not limited to purchases, payment processing, warranties, and delivery terms, are solely between you and the relevant third party, including Stripe. We bear no responsibility or obligation for any disputes, claims, losses, or liabilities arising in connection with such transactions.

The website and Services may contain hyperlinks to external websites or services that are not owned or operated by us. We do not control, endorse, or assume any responsibility for the content, functionality, accuracy, security, or practices of such external websites. Your interactions with any of such external websites are governed solely by the terms and conditions of that site, and you access them at your own risk.

14. Limitation of Liability

To the maximum extent permitted by applicable law, we shall not be liable to you or any third party for any indirect, incidental, special, consequential, exemplary, or punitive damages, including, but not limited to, lost profits, loss of business opportunity, data loss, personal injury, or property damage, arising out of or in connection with your use of, or inability to access or use, the Services, regardless of the legal theory and even if we have been advised of the possibility of such damages.

In no event shall our total cumulative liability to you for any and all claims relating to or arising out of these Terms, the Privacy Policy or any agreement between you and us exceed the total amount paid by you to us in the one (1) months immediately preceding the event giving rise to the claim.

These limitations shall apply regardless of the failure of any essential purpose of any limited remedy and shall remain in effect notwithstanding the termination of your access to the Services or this Agreement.

15. Indemnification

To the fullest extent permitted by applicable law, you shall defend, indemnify, and hold harmless Green Lotus Inc., including its directors, officers, employees, agents, affiliates, and service providers, from and against any and all losses, liabilities, claims, demands, damages, judgments, settlements, fines, penalties, costs, and expenses (including reasonable legal fees) arising out of, or in connection with:

• (a) your use of, or reliance upon, any functionality, content, or feature of the Services, including any resulting damage to your equipment, systems, or data;
• (b) the use of the Services by any other person who accesses the platform directly or indirectly through your account, credentials, devices, or information provided by you;
• (c) your failure to comply with any obligation, term, or representation set forth in these Terms;
• (d) your use, implementation, or distribution of any content or Output generated by our AI services, including any claim that such Output is inaccurate, defamatory, or infringes upon any third-party's rights; or
• (e) any negligent, willful, unlawful, or fraudulent act or omission by you in connection with the Services.

This indemnification obligation shall survive termination or expiration of these Terms and your use of the Services.

16. Changes to the Terms

We may revise these Terms from time to time. Continued use of the Services after updates constitutes your agreement to the new Terms. You are encouraged to review them regularly.

17. Force Majeure

Neither Party shall be liable for any failure or delay in performance under these Terms (other than for delay in the payment of money due and payable) for causes beyond that Party’s reasonable control and not caused by that Party’s fault or negligence, including, but not limited to, “acts of God”, acts of government, flood, fire, civil unrest, acts of terror, strikes or other labor problems (other than those involving Our employees), or Internet service provider failures or delays. We will notify you of the circumstances of such a delay and will use commercially reasonable efforts to resume performance as soon as possible.

18. Governing Law and Jurisdiction

These Terms and the Privacy Policy, and any dispute arising out of or in connection with them, shall be governed by and construed in accordance with the following:

• (a) For Users in Canada: If you are a resident of or have your principal place of business in Canada, these Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to its conflict of law principles. Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or provincial courts located in Toronto, Ontario, and the Parties hereby irrevocably consent to the personal jurisdiction and venue therein.
  
  
• (b) For All Other Users: If you are a resident of or have your principal place of business in any jurisdiction other than Canada, these Terms shall be governed by and construed in accordance with the laws of the State of Delaware, USA, without regard to its conflict of law principles. Any legal action or proceeding arising under these Terms will be brought exclusively in the state and federal courts located in New Castle County, Delaware, and each Party hereby consents to the personal and exclusive jurisdiction of such courts.

Each Party waives any objection to venue or forum non conveniens and agrees not to contest jurisdiction based on lack of personal jurisdiction or improper venue.

19. Electronic Signatures and Communications

By accessing or interacting with the Services, including by sending emails, submitting forms, or otherwise engaging with us online, you acknowledge and agree that such activities constitute electronic communications. You expressly consent to receive communications from us in electronic form, including agreements, notices, disclosures, records, and other correspondence, and acknowledge that such communications satisfy any legal requirement that they be provided in writing.

You further agree that all consents, contracts, signatures, orders, authorizations, and records executed or delivered electronically in connection with your use of the Services shall carry the same legal validity and enforceability as if issued in physical form. You waive all rights or requirements under applicable laws, regardless of jurisdiction, that mandate an original signature, non-electronic documentation, physical record retention, or non-digital payment methods.

20. Contact Us

For questions or concerns, reach out to us at help @greenlotus.ca