Terms of Service

1.Platform Description

OtherplaceOS is a deal structuring and engagement management platform for design studios and creative professionals. The Platform provides tools for creating proposals, structuring engagements with cash, equity, and revenue share components, tracking payments, managing client relationships, and accessing AI-powered deal configuration assistance.

2.Eligibility

You must be at least 18 years old and capable of entering into a binding agreement to use OtherplaceOS.

3.Account Registration

You may register using Google OAuth or email and password. You are responsible for maintaining the security of your account and for all activity that occurs under your account. Notify us immediately at andres@otherplace.studio if you suspect unauthorized access.

4.Subscription Plans and Billing

OtherplaceOS offers subscription plans with different feature tiers. By subscribing to a paid plan, you authorize us to charge the applicable fees through our payment processor. Subscription fees are billed in advance on a monthly basis. You may cancel your subscription at any time, with access continuing through the end of your current billing period. Refunds are not provided for partial billing periods. We reserve the right to modify pricing with 30 days' notice.

5.Acceptable Use

You agree not to: use the Platform for any unlawful purpose; attempt to gain unauthorized access to the Platform or its systems; interfere with or disrupt the Platform's infrastructure; reverse engineer, decompile, or disassemble any part of the Platform; use the Platform to transmit malicious code; misrepresent your identity or impersonate others; use the Platform to generate fraudulent proposals or engagements; or resell or redistribute access to the Platform without authorization.

6.AI-Powered Features

OtherplaceOS includes AI-powered features for deal structuring recommendations and market research. AI-generated content is provided for informational purposes and does not constitute legal, financial, or tax advice. You are responsible for reviewing and validating all AI-generated recommendations before acting on them. AI outputs may contain inaccuracies and should be verified independently. You should consult qualified legal and financial professionals before executing equity agreements, FAST agreements, or other financial instruments.

7.Payment Processing

OtherplaceOS integrates with Stripe Connect to facilitate payment collection from your clients. Stripe's terms of service and privacy policy govern payment processing. We are not responsible for payment disputes between you and your clients. You are responsible for the accuracy of payment amounts and terms in your proposals. We do not provide escrow, custodial, or fiduciary services.

8.Your Content

You retain ownership of all content you create on the Platform, including proposals, client records, and engagement configurations. By using the Platform, you grant us a limited license to store, process, and display your content solely to provide the Platform's services.

9.Intellectual Property

The Platform, including its design, code, features, and documentation, is owned by Otherplace Studio and protected by intellectual property laws. These Terms do not grant you any rights to our trademarks, logos, or branding.

10.Disclaimer of Warranties

The Platform is provided “as is” and “as available” without warranties of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that the Platform will be uninterrupted, error-free, or secure. We do not warrant the accuracy of AI-generated recommendations or deal structure calculations.

11.Limitation of Liability

To the maximum extent permitted by law, Otherplace Studio shall not be liable for any indirect, incidental, special, consequential, or punitive damages. Our total liability shall not exceed the amount you paid us in the twelve (12) months preceding the claim.

12.Indemnification

You agree to indemnify and hold harmless Otherplace Studio from any claims, damages, losses, or expenses arising from your use of the Platform, your violation of these Terms, or your violation of any third-party rights.

13.Termination

We may suspend or terminate your access to the Platform at any time for violation of these Terms or for any other reason with reasonable notice. You may terminate your account at any time by contacting us. We will make your data available for export for 30 days following termination.

14.Modifications

We may update these Terms from time to time. We will notify you of material changes at least 15 days before they take effect. Continued use of the Platform after changes constitutes acceptance.

15.Governing Law

These Terms are governed by the laws of the State of Texas. Any disputes shall be resolved in the courts located in Bexar County, Texas.

16.Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

17.Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Otherplace Studio regarding the Platform.