1About these Terms
These Terms & Conditions ("Terms") govern your access to and use of the Actium software-as-a-service platform, websites, applications, and related services (together, the "Service") provided by Good Venture Labs Inc. ("Actium", "we", "us", "our"), a company registered in British Columbia, Canada with its registered office at 1824 Store St, Victoria, BC, Canada V8T 4R4.
By creating an account, clicking "I agree", or accessing or using the Service, you agree to these Terms. If you do not agree, do not use the Service. If you are using the Service on behalf of an organisation, you represent that you have authority to bind that organisation, and "you" refers to that organisation.
2Definitions
- "Account" — the account you register to access the Service.
- "Customer Data" — data, content, and information you or your authorised users submit to or generate through the Service.
- "Authorised User" — an individual you permit to use the Service under your Account.
- "Subscription" — the plan, term, and usage limits you select.
- "Documentation" — the user guides and policies we make available for the Service.
3Eligibility
You must be at least 18 years old (or the age of majority in your jurisdiction) and capable of forming a binding contract. The Service is not directed to children. If you believe a minor has provided us information, contact us at support@goactium.com.
4Accounts and security
You are responsible for the accuracy of your registration details, for all activity under your Account, and for keeping your credentials confidential. Notify us promptly at support@goactium.com of any unauthorised use or suspected breach. We may suspend Accounts where we reasonably believe security or these Terms have been compromised.
5Subscriptions, fees, and payment
5.1Plans. Features, usage limits, and pricing are set out in your order form or on our pricing page and may differ by plan.
5.2Billing. Fees are charged in advance on the billing cycle you select (monthly or annual) via our payment processor Stripe. You authorise us to charge your payment method for all applicable fees and taxes.
5.3Renewal. Subscriptions renew automatically for successive terms unless cancelled before the renewal date. You can cancel at any time via your account settings; cancellation takes effect at the end of the current term.
5.4Price changes. We may change fees on at least 30 days' notice, effective at your next renewal.
5.5Taxes. Fees exclude applicable taxes (e.g. VAT, GST, sales tax), which you are responsible for unless we are legally required to collect them.
5.6Late or failed payment. We may suspend the Service for overdue amounts after reasonable notice.
6Refunds and cancellation
Except where required by law (including statutory consumer rights in the UK/EU and consumer protection laws in the US and Canada), fees are non-refundable. Fees are paid in advance and are non-refundable, and we do not provide refunds or credits for partial subscription periods, plan downgrades, or unused Service. Consumers in the UK/EU may have a statutory right to cancel within 14 days; by starting to use the Service you may acknowledge that supply begins immediately and the cooling-off right may be limited accordingly.
7Free trials and beta features
We may offer free trials or beta/evaluation features. These are provided "as is", may be modified or withdrawn at any time, and may be subject to additional terms. Beta features are not guaranteed to be reliable or supported.
8Your use of the Service
You agree not to, and not to permit any Authorised User to:
- breach any applicable law or third-party rights
- upload malicious code or attempt to gain unauthorised access to the Service or its systems
- reverse engineer, decompile, or copy the Service except as permitted by law
- resell, sublicense, or provide the Service to third parties except as expressly allowed
- use the Service to send unlawful, infringing, harassing, or harmful content; or
- exceed or circumvent usage limits or rate limits.
We may suspend or limit access to investigate suspected violations.
9Customer Data and licence
9.1Ownership. As between the parties, you retain all rights in Customer Data.
9.2Licence to us. You grant us a worldwide, non-exclusive licence to host, process, transmit, and display Customer Data solely to provide and support the Service, and as otherwise permitted by our Privacy Policy.
9.3Your responsibilities. You are responsible for Customer Data and for having all necessary rights and consents to provide it to us. You must not submit data you are not authorised to share.
9.4Data protection. Our processing of personal data is described in our Privacy Policy. Where we act as a processor on your behalf, a Data Processing Agreement applies and is incorporated by reference.
9AAI services and outputs
9A.1Outputs. The Service may use artificial intelligence and machine learning to generate content, recommendations, agent actions, or other results ("Outputs"). As between the parties, and subject to your compliance with these Terms and payment of fees, you own the Outputs generated for you, except for any portion comprising Actium's pre-existing or underlying technology.
9A.2No reliance / accuracy. AI Outputs are probabilistic and may be inaccurate, incomplete, or otherwise not suitable for your purposes. Outputs do not constitute professional advice (legal, financial, medical, or otherwise). You are responsible for reviewing and validating Outputs before relying on or acting on them, and for any decisions or automated actions taken through the Service. You must not use the Service as the sole basis for decisions that have legal or similarly significant effects on individuals without appropriate human review.
9A.3Similar outputs. Given the nature of AI, Outputs may not be unique, and the Service may generate the same or similar Outputs for other customers. Actium makes no claim to your inputs but does not warrant that Outputs are original or non-infringing, and you are responsible for your use of Outputs.
9A.4Use of data for model training. Actium will not use your Customer Data or inputs to train or improve generally available foundation models except as permitted in the Privacy Policy and Data Processing Agreement, or with your consent. We do not use Customer Data to train or fine-tune generally available foundation models. We may use aggregated and de-identified data, which cannot reasonably be used to identify you, to maintain and improve the Service; you can opt out by contacting privacy@goactium.com.
9A.5Third-party models. The Service may rely on third-party AI providers. Your use may be subject to those providers' acceptable use policies, which we will make available or pass through. You must not use the Service to violate them.
9A.6Prohibited AI uses. You must comply with the AI restrictions in our Acceptable Use Policy, including not using Outputs to deceive, to generate unlawful or harmful content, or for high-risk uses we prohibit.
9BAPIs and usage limits
If we make APIs available, your use must comply with our Documentation, rate limits, and authentication requirements. We may modify, deprecate, or impose limits on APIs with reasonable notice. You must not use APIs to circumvent usage limits or to build a competing service.
10Intellectual property
The Service, including all software, design, text, and trademarks, is owned by Actium or its licensors and is protected by intellectual property laws. Subject to these Terms and payment of fees, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service during your Subscription. We retain all rights not expressly granted. If you give us feedback, you grant us a perpetual, royalty-free licence to use it.
11Third-party services
The Service integrates with third-party services including Google (Analytics, Search Console, Drive), Ahrefs, Dropbox, Shopify, and Unipile to provide features such as website auditing, competitive analysis, and social media management.
When you authorise these integrations via OAuth, API key, or similar authentication:
- You grant us permission to access and store data returned by those services on your behalf.
- You represent that you have the right to authorise such access and that it complies with those services’ terms.
- You are responsible for ensuring your use of integrations complies with their terms of service.
- Your use of data from these services is subject to their own privacy policies and data terms.
We are not responsible for third-party services’ availability, security, or accuracy. Changes to their terms or APIs may affect features. We may add or remove integrations with reasonable notice.
12Service availability and support
We aim to keep the Service available but do not guarantee uninterrupted access. We may perform maintenance and may modify or discontinue features. Any service-level commitments and support scope are described in your order form or applicable support policy.
13Suspension and termination
13.1You may terminate by cancelling your Subscription as described in Section 5.
13.2We may suspend or terminate your access for material breach (including non-payment) that is not cured within 14 days of notice, or immediately where required by law or to protect the Service or others.
13.3Effect of termination. Your right to use the Service ends. We will make Customer Data available for export for 30 days after termination, after which we may delete it in accordance with our retention practices and the Privacy Policy. Sections intended to survive (including 9, 10, 14, 15, 16, 18) survive termination.
14Disclaimers
To the maximum extent permitted by law, the Service is provided "as is" and "as available", and we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be error-free or uninterrupted. Nothing in these Terms excludes or limits any warranty or right that cannot be excluded under applicable law, including statutory consumer guarantees.
15Limitation of liability
To the maximum extent permitted by law:
- neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, or data; and
- our total aggregate liability arising out of or relating to the Service is limited to the amounts you paid to us in the 12 months preceding the event giving rise to the claim.
Nothing in these Terms limits liability that cannot be limited by law, including liability for death or personal injury caused by negligence, fraud, or, where applicable, statutory consumer rights.
16Indemnification
You will indemnify and hold harmless Actium from third-party claims arising out of your Customer Data or your breach of these Terms or applicable law, except to the extent caused by us.
16ACopyright complaints (DMCA)
We respect intellectual property rights. If you believe content on the Service infringes your copyright, send a notice to our designated agent at dmca@goactium.com including: identification of the work, identification of the infringing material and its location, your contact details, a statement of good-faith belief, a statement that the information is accurate, and your physical or electronic signature. We may remove infringing material and terminate repeat infringers' accounts. A counter-notice procedure is available to affected users.
16BExport controls and sanctions
You represent that you are not located in, or a national or resident of, any country subject to comprehensive sanctions, and that you are not on any restricted-party or denied-persons list. You will not export, re-export, or use the Service in violation of applicable export control or sanctions laws (including US EAR/OFAC, UK, and EU regimes). You must not use the Service for any prohibited end use.
16CPublicity and references
We may identify you as a customer and use your name and logo in our customer lists and marketing materials, subject to any brand guidelines you provide. You may opt out at any time by contacting support@goactium.com.
16DCompliance with laws
Each party will comply with laws applicable to its performance under these Terms, including, where relevant, anti-bribery and anti-corruption laws and applicable data protection laws. You are responsible for ensuring your use of the Service complies with laws applicable to your business and industry.
17Changes to these Terms
We may update these Terms from time to time. We will post the updated version and update the "Last updated" date, and for material changes give reasonable advance notice (e.g. by email or in-product). Continued use after changes take effect constitutes acceptance.
18Governing law and disputes
18.1These Terms are governed by the laws of British Columbia, Canada, and the courts of Victoria, British Columbia have exclusive jurisdiction, without prejudice to mandatory consumer protections in your country of residence.
18.2US users. We encourage you to contact us first to resolve any dispute informally by emailing legal@goactium.com; most concerns can be resolved this way. We do not require binding arbitration or waive your right to participate in a class action. Disputes not resolved informally are subject to the governing law and courts described in Section 18.1, without prejudice to any mandatory consumer protections in your state of residence.
18.3EU/UK consumers. You retain the right to bring proceedings in the courts of your country of residence and to rely on mandatory provisions of local consumer law.
19General
19.1Entire agreement. These Terms, your order form, and referenced policies are the entire agreement between us regarding the Service.
19.2Assignment. You may not assign these Terms without our consent; we may assign in connection with a merger or sale of assets.
19.3Severability. If any provision is unenforceable, the rest remains in effect.
19.4No waiver. Failure to enforce a provision is not a waiver.
19.5Force majeure. Neither party is liable for delays caused by events beyond reasonable control.
19.6Notices. We may give notice by email or in-product. Notices to us should go to legal@goactium.com.
19.7Order of precedence. In case of conflict, the order of priority is: (1) the order form, (2) the Data Processing Agreement, (3) these Terms, and (4) any policies referenced herein, unless a document expressly states otherwise.
19.8Electronic communications and signatures. You consent to receive communications and agreements from us electronically, and you agree that electronic acceptance, records, and signatures satisfy any legal requirement that such communications be in writing.
19.9Third-party beneficiaries. Except as expressly stated, there are no third-party beneficiaries to these Terms.
19.10No professional advice. The Service and any Outputs are provided for general informational and operational purposes and do not constitute legal, financial, medical, or other professional advice.
19.11US government end users. If you are a US Government end user, the Service is "commercial computer software" and is provided with only those rights granted to all other end users under these Terms.
20Contact
Good Venture Labs Inc.
1824 Store St, Victoria, BC, Canada V8T 4R4
Email: support@goactium.com