Terms of Service

1. Parties and Scope

These Terms of Service (this "Agreement") are a binding contract between you ("Customer," "you," or "your") and GeoScript, Inc., a Delaware corporation ("GeoScript," "we," "our," or "us"). This Agreement governs your access to and use of the GeoScript platform, including the AI search visibility monitoring and optimization services, the JavaScript tracking script, all associated dashboards, reports, APIs, and documentation (collectively, the "Services").

If you are accessing the Services as an agency on behalf of your clients (an "Agency Customer"), this Agreement applies to you. You are the Customer of record. Your clients do not have accounts with GeoScript and are not parties to this Agreement. By installing the Script on client websites, you represent that you have obtained authorization from each client to do so.

2. Definitions

• "Aggregated Data" means anonymized, de-identified statistical data and benchmarks derived from signal data collected across all customers. GeoScript owns all Aggregated Data.
• "Authorized Users" means employees, contractors, and agents of Customer who are authorized by Customer to access the Services under Customer's account.
• "Customer Data" means data, content, and information submitted by Customer or its Authorized Users to the Services, including business names, locations, industry classifications, and account configuration data. Customer Data excludes Signal Data.
• "Documentation" means GeoScript's user guides, help center articles, API documentation, and other materials made available at geoscript.ai.
• "Order Form" means an ordering document, online checkout page, or other subscription agreement between GeoScript and Customer that specifies the Services subscribed to and the applicable fees.
• "Script" means the JavaScript snippet provided by GeoScript for installation on Customer's websites and/or those of Customer's clients, which collects Signal Data.
• "Services" means as defined in Section 1 above.
• "Signal Data" means data collected by the Script from monitored websites, including but not limited to: AI engine query patterns, citation events, referral session data, AI bot crawl activity, and AI-attributed traffic signals. GeoScript owns all Signal Data. See Section 9.
• "Subscription Plan" means the plan tier (Tier 1 / Tier 2 / Direct Business) selected by Customer on an Order Form, as described on GeoScript's pricing page.

3. Account Registration and Eligibility

To access the Services, you must register for an account. You agree to provide accurate, current, and complete information during registration and to keep that information accurate and up-to-date at all times. You must be at least 18 years old and have the legal authority to enter into this Agreement.

You are solely responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must promptly notify GeoScript at hello@geoscript.ai of any unauthorized use of your account. GeoScript is not liable for any loss or damage arising from your failure to maintain account security.

One account may be used per business entity. You may not create multiple accounts to circumvent usage limits, feature restrictions, or billing.

4. License Grant

Subject to Customer's timely payment of all applicable fees and compliance with this Agreement, GeoScript grants Customer a limited, non-exclusive, non-transferable, non-sublicensable license during the Subscription Term to:

• Access and use the Services solely for Customer's internal business purposes;
• Install and operate the Script on websites that Customer owns or has authorization to monitor (including client websites for Agency Customers), up to the seat count specified in Customer's Subscription Plan;
• Access reports, dashboards, and API outputs generated by the Services for Customer's own reporting and optimization activities.

This license does not include the right to: (a) resell or sublicense access to the Services to third parties as a standalone product — Agency Customers may use the Services to manage monitoring for their own clients as part of their service delivery, but may not charge clients separately for GeoScript platform access or represent it as the Agency Customer's own product; (b) use the Services to build a competing product or service; or (c) extract raw Signal Data or database contents by automated means.

5. The JavaScript Tracking Script

The Script is a core component of the Services. By installing the Script, Customer authorizes GeoScript to collect Signal Data from the monitored websites for the purpose of providing the Services.

Customer represents and warrants that:

• Customer owns or has written authorization from the website owner to install the Script on each monitored website;
• Customer has provided, or will provide, appropriate notice to website visitors regarding the data collection activities of the Script, as required by applicable law (including GDPR and CCPA);
• Customer will not install the Script on any website it does not own or is not authorized to monitor.

GeoScript may update the Script at any time to fix bugs, improve accuracy, or comply with applicable law. GeoScript will provide reasonable notice of material changes to Script functionality.

6. Data Ownership and Rights

7. Fees, Billing, and Payment

8. Acceptable Use

Customer agrees not to use the Services to:

• Violate any applicable law, regulation, or third-party rights;
• Install the Script on websites Customer does not own or is not authorized to monitor;
• Attempt to reverse engineer, decompile, disassemble, or extract source code from the Services, the Script, or any underlying models or algorithms;
• Scrape, extract, or systematically download data from the Services by automated means, including API calls beyond documented rate limits;
• Resell or sublicense GeoScript platform access to third parties as a standalone product (Agency Customers may use the Services on behalf of their clients as part of their service delivery, but may not white-label or resell platform access independently);
• Use the Services to develop, train, or improve a product or service that competes with GeoScript;
• Attempt to circumvent security controls, rate limits, honeypot mechanisms, or data protections built into the Services;
• Submit false or misleading information about monitored websites or business identities;
• Use the Services to facilitate unlawful surveillance, harassment, or collection of data about individuals without their knowledge or consent.

Violation of this Section may result in immediate suspension or termination of access without refund.

9. Intellectual Property

GeoScript and its licensors own all right, title, and interest in and to the Services, the Script, the underlying platform, all models and algorithms, Documentation, and all IP rights therein (collectively, "GeoScript IP"). This Agreement does not transfer any ownership of GeoScript IP to Customer. Customer receives only the limited license expressly granted in Section 4.

"GeoScript," the GeoScript logo, and all related product names and marks are trademarks of GeoScript, Inc. Customer may not use these marks without prior written permission.

10. Confidentiality

Each party agrees to hold the other party's Confidential Information in confidence using at least the same degree of care it uses to protect its own confidential information (but no less than reasonable care), and not to disclose such Confidential Information to third parties except as required to perform obligations under this Agreement or with the other party's written consent.

"Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure. Confidential Information does not include information that: (a) is or becomes publicly known through no breach of this Agreement; (b) was rightfully known by the receiving party before disclosure; (c) is rightfully received from a third party without restriction; or (d) is independently developed without reference to the disclosing party's Confidential Information.

GeoScript's pricing, data collection methods, algorithm logic, and benchmark dataset methodology are GeoScript Confidential Information.

11. Privacy and Data Protection

GeoScript's collection and use of personal data is governed by the GeoScript Privacy Policy, available at geoscript.ai/privacy, which is incorporated into this Agreement by reference.

To the extent the Services involve processing of personal data of EU/EEA data subjects on behalf of Customer, the parties will execute a Data Processing Agreement (DPA) as required by GDPR Article 28. Customers who require a DPA may request one at hello@geoscript.ai.

Customer is responsible for ensuring that its installation and use of the Script complies with all applicable privacy laws, including obtaining any required consents from website visitors and providing required privacy notices.

12. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GEOSCRIPT AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO: WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

WITHOUT LIMITING THE FOREGOING, GEOSCRIPT MAKES NO WARRANTY THAT:

• The Services will result in improved AI search citations, visibility scores, traffic, rankings, or any specific business outcome;
• The Services will operate uninterrupted, error-free, or without data loss;
• Any AI engine (ChatGPT, Perplexity, Gemini, Claude, Grok, Google AI Overviews, or any other engine) will cite Customer's content as a result of using the Services;
• The data or reports generated by the Services will be complete, accurate, or current at any given time;
• Third-party AI engines will maintain consistent behavior, APIs, or citation patterns.

AI engine behavior is controlled entirely by third parties outside GeoScript's control. Changes to AI engine algorithms, ranking signals, or citation policies may affect Service outputs without notice.

13. Sole Remedy for Service Non-Conformance

If the Services materially fail to conform to the Documentation for reasons within GeoScript's reasonable control, and Customer notifies GeoScript of the non-conformance in writing within 30 days of discovery, GeoScript will, at its sole discretion, use commercially reasonable efforts to either: (a) re-perform the affected Services, or (b) issue a pro-rata credit for the affected period.

THE FOREGOING CONSTITUTES CUSTOMER'S SOLE AND EXCLUSIVE REMEDY, AND GEOSCRIPT'S SOLE AND EXCLUSIVE OBLIGATION, FOR ANY SERVICE NON-CONFORMANCE. This sole remedy does not apply to failures caused by: AI engine changes outside GeoScript's control; Customer's own acts or omissions; force majeure events; or third-party infrastructure outages (cloud providers, AI APIs).

14. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW:

14.1 Exclusion of Consequential Damages. NEITHER GEOSCRIPT NOR ITS AFFILIATES, LICENSORS, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO: LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, EVEN IF GEOSCRIPT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.2 Aggregate Liability Cap. GEOSCRIPT'S TOTAL AGGREGATE LIABILITY TO CUSTOMER ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STATUTE, OR OTHERWISE), WILL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY CUSTOMER TO GEOSCRIPT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

14.3 Essential Basis. THE PARTIES ACKNOWLEDGE THAT THE LIMITATIONS OF LIABILITY IN THIS SECTION REFLECT A REASONABLE ALLOCATION OF RISK AND ARE AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. GEOSCRIPT WOULD NOT HAVE ENTERED INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS.

Some jurisdictions do not allow the exclusion or limitation of certain types of damages. In such jurisdictions, GeoScript's liability will be limited to the maximum extent permitted by applicable law.

15. Indemnification

Customer agrees to defend, indemnify, and hold harmless GeoScript and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Customer's use of the Services in violation of this Agreement;
• Customer's installation of the Script on any website without proper authorization or in violation of applicable privacy law;
• Customer's failure to provide required privacy notices to website visitors regarding the Script;
• Any Customer Data that infringes third-party intellectual property rights;
• Any representations or guarantees made by Customer to its own clients regarding outcomes achievable through the Services.

16. Term and Termination

17. Dispute Resolution

18. General Provisions