Neat Terms of Service

These Terms of Service (“Terms”) are a binding agreement between Alive Labs (“Alive Labs,” “we,” “us,” or “our”) and the entity or person who creates a Neat account or uses the Neat service (“you” or “Operator”). The Terms govern your access to and use of the Neat product, the goneat.ai website, and related services (together, the “Service”).

By creating a Neat account, clicking “I agree,” or otherwise accessing or using the Service, you agree to these Terms. If you are agreeing on behalf of a company or other entity, you represent that you have authority to bind that entity, and “you” refers to that entity.

If you do not agree to these Terms, do not use the Service.

1. The Service

Neat is a competitive intelligence product for liquor store operators, powered by Alive Labs' Vatic intelligence platform. The Service monitors public signals about liquor retailers in competitive sets you define and delivers briefings, alerts, and insights.

Neat is intelligence without execution. The Service does not post content, schedule campaigns, manage channels, send marketing on your behalf, or claim attribution on any platform.

Neat does not sell, ship, broker, or facilitate the sale of alcohol. Neat is an information service for licensed alcohol retailers.

2. Eligibility and Account

You must be at least 21 years old (or the legal alcohol purchase age in your jurisdiction, if higher), have authority to bind any entity you represent, and not be barred from receiving the Service under applicable law. The Service is for business use by liquor store operators and their authorized personnel.

You represent that you (or the entity you represent) hold any licenses required to operate as an alcohol retailer in your jurisdiction. Neat does not provide licensing, legal, or compliance advice for alcohol regulation.

When you create an account, you agree to:

• Provide accurate, current, and complete information.
• Keep credentials confidential and not share them.
• Be responsible for all activity under your account.
• Promptly notify us at security@goneat.ai of any unauthorized access.

You may authorize individual team members to access your account. You are responsible for your authorized users' compliance with these Terms.

3. Early Access; Stage of the Service

Neat is currently offered in Early Access. This means:

• The Service may contain defects, change significantly, or have features added or removed without notice.
• Availability, uptime, and performance may vary.
• Pricing, plan structure, and included features may change.
• Early Access terms may include specific commitments set out in a separate Early Access Agreement, Order Form, or written communication; where those conflict with these Terms, those commitments control.

4. Subscriptions, Fees, and Billing

4.1 Plans

Neat is offered on a subscription basis. The specific plan, features, and price applicable to your account are shown at sign-up, in your account settings, or in an Order Form.

4.2 Billing

Unless otherwise stated, subscriptions are billed in advance on a recurring basis (monthly or annually). Payment is due on the first day of each billing cycle and is processed through our payment processor. By providing payment information, you authorize us (and our processor) to charge the payment method on file for all applicable fees.

4.3 Taxes

Fees are exclusive of taxes. You are responsible for all applicable sales, use, value-added, and similar taxes, other than taxes based on our net income.

4.4 Price Changes

We may change pricing on notice of at least 30 days (or more, where required by law). Price changes take effect at the start of your next renewal term. Continued use after a price change constitutes acceptance.

4.5 Non-Payment

If payment fails, we may suspend the Service after reasonable notice. Accounts with unpaid balances may be sent to collections.

4.6 Refunds

Fees are non-refundable except where required by law or expressly stated otherwise. If you cancel mid-cycle, you will retain access through the end of the current billing period; no prorated refund is issued.

4.7 Free Trials and Founding Terms

If we offer a free trial or founding-member pricing, the terms of that offer (duration, conversion, pricing) apply in addition to these Terms.

5. Term, Cancellation, Suspension, and Termination

5.1 Term

These Terms begin when you accept them and continue until terminated.

5.2 Cancellation by You

You may cancel your subscription at any time from your account settings. Cancellation takes effect at the end of the then-current billing cycle.

5.3 Suspension and Termination by Us

We may suspend or terminate the Service, in whole or in part, with notice (where practicable) for:

• Breach of these Terms.
• Non-payment.
• Legal or regulatory requirement.
• Risk to the security or operation of the Service.
• Conduct that materially harms us, our Operators, or third parties.

We may also terminate Early Access at any time, with reasonable notice.

5.4 Effect of Termination

On termination: your license to access the Service ends; unpaid fees become immediately due; and we will make a reasonable effort to allow you to export your data for a limited time, subject to our retention and security practices. Sections that by their nature should survive termination will survive, including Sections 6–12.

6. Acceptable Use

You agree not to:

• Use the Service in violation of law — including alcohol control, marketing, and age-gating laws in your jurisdiction — or in violation of the rights of others.
• Attempt to access accounts, data, or systems you are not authorized to access.
• Circumvent rate limits or access controls; probe or test the Service for vulnerabilities except through a program we have authorized in writing.
• Reverse engineer, decompile, or attempt to derive source code, except to the extent this restriction is prohibited by law.
• Use the Service or its outputs to build a competing product, train or fine-tune a machine learning or AI model, or create a benchmark dataset.
• Misrepresent competitive sets to include businesses you have no plausible commercial reason to monitor (e.g., stalking, harassment, or surveillance of individuals rather than competitive intelligence about businesses).
• Share login credentials, resell the Service, or give access to anyone who is not an authorized user of your account.
• Upload or introduce malware, interfere with the Service, or place an unreasonable load on infrastructure.
• Use the Service to market or promote alcohol to anyone below the legal alcohol purchase age in their jurisdiction, or in any other way that violates alcohol advertising rules.
• Use the Service in any way that violates the acceptable use policies of our underlying service providers.

We may investigate suspected violations and suspend or terminate accounts accordingly.

7. Your Data and Our Data

7.1 Operator Data

“Operator Data”means information you provide or that is generated in your account — including your business information, competitive sets, configuration, billing details, and feedback. You retain ownership of Operator Data.

You grant Alive Labs a non-exclusive, worldwide, royalty-free license to host, process, transmit, display, and otherwise use Operator Data as needed to provide, secure, and improve the Service. We will not sell Operator Data or share it with third parties except as described in the Neat Privacy Policy.

7.2 Intelligence Output

“Intelligence Output” means the briefings, alerts, scores, summaries, and other output Neat delivers to you. We grant you a limited, non-exclusive, non-transferable license to use Intelligence Output within your organization for your internal business purposes. You may not:

• Resell, sublicense, or publicly distribute Intelligence Output.
• Use Intelligence Output to train, fine-tune, or evaluate a machine learning or AI model.
• Strip attribution or present Intelligence Output in a way that misrepresents its source or confidence level.

Confidence scores (High / Medium / Directional) are part of every piece of Intelligence Output and must not be removed when you share it internally.

7.3 Public Signals

Neat processes public, defensible signalsabout liquor stores in competitive sets you define. We do not provide any guarantee that a particular signal is present, complete, timely, or accurate. You are responsible for exercising your own business judgment on any action informed by the Service — including pricing and inventory decisions, which may be subject to alcohol control regulations in your jurisdiction.

7.4 Aggregated and De-Identified Data

We may use aggregated and de-identified data derived from the Service to operate, improve, and develop the Service, to build industry-level analytics and benchmarks, and for other lawful business purposes. Aggregated and de-identified data does not identify you.

7.5 Feedback

Suggestions, feature requests, and feedback are subject to Section 11.4.

8. The Service and Our IP

The Service, the Vatic intelligence platform, the Neat brand and logo, the “Intelligence, neat.” tagline family, and all related software, models, designs, graphics, copy, and documentation are owned by Alive Labs and protected by intellectual property laws. Except for the limited rights expressly granted in these Terms, no rights are granted to you.

The Neat name, logo, and slogans are trademarks of Alive Labs. You may not use them without our prior written consent.

9. Third-Party Services

The Service integrates with and relies on third-party services (for example, payment processors, AI model providers, hosting, analytics, and email infrastructure). Their terms and privacy practices apply to their portion of the Service. We are not responsible for third-party services.

10. Confidentiality

Each party may disclose confidential information to the other. The receiving party will use confidential information only to perform under these Terms and will protect it using at least reasonable care. Confidential information does not include information that is public, already known, independently developed, or rightfully received from a third party.

Operator-specific competitive sets, Intelligence Output we prepare for you, and your account contents are your confidential information. The Vatic platform architecture, our pricing, our unpublished product plans, and our non-public business information are our confidential information.

11. Warranties, Disclaimers, and Feedback

11.1 Mutual Representations

Each party represents that it has the authority to enter these Terms and will comply with applicable law in performing them.

11.2 Service Warranty

During an active paid subscription, we will use commercially reasonable efforts to make the Service available and to address material defects you report. Early Access and beta features are excluded from this warranty.

11.3 Disclaimers

EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, ALIVE LABS DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE.

WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; THAT ANY PARTICULAR SIGNAL WILL BE DETECTED; THAT INTELLIGENCE OUTPUT WILL BE ACCURATE, COMPLETE, OR CURRENT; OR THAT USE OF THE SERVICE WILL PRODUCE ANY SPECIFIC BUSINESS OUTCOME.

The Service is a source of intelligence, not a source of truth. You are responsible for validating information and exercising your own business judgment, including compliance with alcohol control laws.

11.4 Feedback

If you provide ideas, suggestions, or feedback (“Feedback”), you grant Alive Labs a perpetual, irrevocable, worldwide, royalty-free license to use, reproduce, modify, and commercialize the Feedback. We will not treat Feedback as confidential.

12. Indemnification

12.1 By You

You will defend, indemnify, and hold harmless Alive Labs and its officers, directors, employees, agents, affiliates, and licensors from any claims, damages, and expenses (including reasonable attorneys' fees) arising out of: (a) your breach of these Terms; (b) your violation of applicable law (including alcohol control laws); (c) your infringement of any third party's rights; or (d) your Operator Data, competitive set selections, or use of Intelligence Output.

12.2 By Us

We will defend you from, and pay amounts finally awarded against you for, any third-party claim that your authorized use of the Service directly infringes a United States patent, copyright, or trademark. Our obligation does not apply to claims arising from: (a) modifications you make to the Service or Intelligence Output; (b) combinations with anything not provided by us; (c) Operator Data or your choice of competitive sets; or (d) use after we notify you to stop. If the Service becomes, or we believe it may become, subject to an infringement claim, we may modify it, procure rights to continue, or terminate the affected portion and refund any prepaid unused fees. This section states our entire liability for infringement claims.

12.3 Conditions

The indemnified party must: (a) promptly notify the indemnifying party; (b) give the indemnifying party sole control of defense and settlement (provided no settlement imposes liability on the indemnified party without consent); and (c) provide reasonable cooperation.

13. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY.

EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE TOTAL FEES YOU PAID TO ALIVE LABS FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED U.S. DOLLARS (US$100.00) IF YOU HAVE NOT PAID ALIVE LABS ANY FEES.

The limitations do not apply to: (a) your payment obligations; (b) either party's indemnification obligations; (c) your violation of Section 6 (Acceptable Use) or Section 8 (IP); or (d) liability that cannot be limited under applicable law.

14. Governing Law and Disputes

14.1 Governing Law

These Terms are governed by the laws of the State of Texas, without regard to conflict-of-laws principles. The UN Convention on Contracts for the International Sale of Goods does not apply.

14.2 Venue

Subject to the arbitration clause below, disputes not subject to arbitration will be brought exclusively in the state or federal courts located in Dallas County, Texas, and you consent to jurisdiction and venue there.

14.3 Mandatory Arbitration and Class Action Waiver

Please read this section carefully. It affects your legal rights.

You and Alive Labs agree to resolve any dispute arising out of or relating to these Terms or the Service through binding individual arbitrationrather than in court. Arbitration will be administered by JAMS under its Streamlined Arbitration Rules (or another mutually agreed administrator), in Dallas, Texas, or by video/phone at the claimant's option. The arbitrator has exclusive authority to resolve any dispute about the arbitrability or enforceability of this clause, except that a court may decide whether the Class Action Waiver is enforceable.

You and Alive Labs each waive the right to a jury trial and the right to bring or participate in any class, collective, or representative action. If the Class Action Waiver is found unenforceable, the entire arbitration clause (except for the Jury Waiver) is null and void as to the affected claim, which will proceed in court.

Exceptions. Either party may (a) bring an individual claim in small-claims court; (b) seek injunctive or equitable relief in court to protect intellectual property or confidential information; or (c) assert a claim that cannot be arbitrated under applicable law.

Opt-out. You may opt out of arbitration by emailing legal@goneat.ai within 30 daysof first accepting these Terms, with subject “Arbitration Opt-Out” and your account identifying information.

14.4 Time Limit

Any claim must be filed within one (1) year after the cause of action accrues, except where prohibited by law.

15. General

15.1 Changes

We may update these Terms from time to time. Material changes will be communicated by email, in-product notice, or banner at least 30 days before taking effect (except for changes required by law or for new features, which may take effect immediately). Continued use after changes take effect means you accept the updated Terms.

15.2 Entire Agreement

These Terms, the Privacy Policy, and any Order Form or Early Access Agreement are the entire agreement between you and Alive Labs regarding the Service. In case of conflict, an Order Form controls over these Terms as to that Operator.

15.3 Assignment

You may not assign these Terms without our prior written consent. Alive Labs may assign these Terms without restriction. Any attempted assignment in violation of this section is void.

15.4 Notices

We may provide notices by email to the address associated with your account, in-product, or on our site. You must send legal notices to legal@goneat.ai.

15.5 Severability; No Waiver

If a provision is unenforceable, the rest remains in effect and the unenforceable provision is modified to the minimum extent necessary. Failure to enforce is not a waiver.

15.6 Force Majeure

Neither party is liable for failure or delay caused by circumstances beyond reasonable control.

15.7 Independent Parties

Nothing creates a partnership, joint venture, agency, or employment relationship.

15.8 Export; Government Users

You will not use or export the Service in violation of U.S. export laws. The Service is a “commercial item” under 48 C.F.R. § 2.101; U.S. Government users acquire it with only the rights set out in these Terms.

16. Contact

Neat (a product of Alive Labs)
Dallas–Fort Worth, Texas, United States
Email (legal): legal@goneat.ai
Email (privacy): privacy@goneat.ai
Email (security): security@goneat.ai
Email (support): support@goneat.ai
Website: goneat.ai

These Terms of Service are provided for informational purposes and do not constitute legal advice.