Standard Terms & Conditions

Standard Terms & Conditions

Standard Terms & Conditions

HOMEFIELD, INC. STANDARD TERMS AND CONDITIONS

BY USING THE PLATFORM SERVICES, YOU ARE AGREEING TO THESE TERMS. PLEASE READ THEM CAREFULLY. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS CONTAINED IN THESE TERMS, YOU MAY NOT ACCESS OR OTHERWISE USE THE PLATFORM SERVICES.

The terms of the SAAS Agreement, These Standard Terms and Conditions, and our Privacy Policy ('Terms"), govern your use of certain software solutions, services and functionality made available to you by Homefield, Inc. d/b/a Offside and its affiliates collectively called the "Platform Services" under these Terms. Homefield, Inc. d/b/a Offside ("Offside," "we" or "us") provides the Platform Services, and "you" and "your" refers to you as a user of the Platform Services.

1. RIGHT TO USE

Subject to your compliance with these Terms, Offside grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use Offside's proprietary platform, including AI products for content ideation, creation and analytics, and other capabilities and related services and documentation made available as part of the Platform Services. 

2. USE RESTRICTIONS

You may not:

  • Copy, modify, or create derivative works of any part of the Platform Services.

  • Reverse engineer, decompile, decode, disassemble, or otherwise attempt to derive any part of the Platform Services.

  • Violate any law or third-party right when using the Platform Services.

  • Interfere with the functionality, integrity, or performance of the Platform Services.

  • Use any non-authorized scraping or data-mining tools on the Platform Services.

  • Use the Platform Services for benchmarking or to create competitive services.

3. OWNERSHIP AND USE

Offside owns all rights, title and interest in and to the Platform Services, content, data, documentation, and technology, including AI models and related intellectual property ("Offside IP").

You may provide content, including videos, scripts, prompts, social handles, and other media ("User Content"). You retain ownership of your User Content.

The Platform Services may generate AI-created materials such as titles, outlines, run-of-show documents, and other suggestions ("Output") based on your inputs ("Input"). Subject to these Terms, you own the Input you provide and the Output generated from it. Offside may use de-identified Input and Output to improve its services.

You grant Offside a non-exclusive, worldwide, royalty-free license to use, reproduce, and create derivative works of User Content, Input and Output to operate, improve, and maintain the Platform Services and comply with law.

You represent that you have all necessary rights to grant this license, and that your User Content does not violate the law or any third-party rights.

4. PAYMENTS

Offside may offer paid services through one-time payments or subscriptions. You authorize Offside to charge your provided payment method for these services. Fees are non-refundable unless otherwise stated.

Subscriptions auto-renew unless cancelled. To cancel, email support@offside.co. Cancellations take effect at the end of the billing cycle.

5. THIRD-PARTY SERVICES

You may connect accounts from platforms like YouTube or TikTok. Your use of those platforms is governed by their respective terms, not Offside’s.

Offside may send text messages via third-party providers. By opting in, you agree to receive messages from Offside. Message and data rates may apply. You may opt out at any time by texting STOP.

6. TERMINATION

Subject to earlier termination for the initial service term as specified in the order form, and shall be automatically renewed for additional periods of the same duration as the initial service term, unless either party requests termination at least thirty (30) days prior to the end of the then-current term.

In addition to any other remedies it may have, either party may also terminate this Agreement upon thirty (30) days’ notice (or without notice in the case of nonpayment), if the other party materially breaches any of the terms or conditions of this Agreement.  You will pay in full for the Services up to and including the last day on which the Services are provided. Upon any termination, Offside will make all customer data available to you for electronic retrieval for a period of thirty (30) days, but thereafter Offside may, but is not obligated to, delete stored customer data. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, indemnification, and limitations of liability.

7. REPRESENTATIONS; DISCLAIMER

You represent that your User Content does not infringe any third-party rights or violate laws.

The Platform Services and any Output are provided “AS IS.” Offside disclaims warranties of merchantability, fitness for a particular purpose, non-infringement, and accuracy. You are solely responsible for reviewing and verifying all Output before use.

8. INDEMNIFICATION

You agree to indemnify and hold harmless Offside it's owners, officers, affiliates, employees, contractors, representatives, suppliers, investors, and successors in interest, from any claims or losses related to:

  • Your User Content or Input

  • Your use of the Platform Services

  • Your violation of these Terms

9. LIMITATION OF LIABILITY

NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON, COMPANY AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMENT AND TECHNOLOGY SUPPLIERS), OWNERS, OFFICERS, AFFILIATES, EMPLOYEES, CONTRACTORS, REPRESENTATIVES, SUPPLIERS, INVESTORS, AND SUCCESSORS IN INTEREST, SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND COMPANY’S REASONABLE CONTROL; OR (D) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID BY CUSTOMER TO COMPANY FOR THE SERVICES UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER YOU OR COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

10. GENERAL

We may update them by posting new versions. Continued use of the Platform Services constitutes agreement to updated Terms.

We may assign these Terms freely. You may not assign them without our written consent.

Unless otherwise agreed in writing, you grant Offside the right to use your name and logo in promotional materials and customer lists.

11. CONFIDENTIALITY 

Each party agrees to keep confidential and not disclose to any third party any confidential information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information. This includes business plans, scripts, non-public content strategies, customer data, and technical information. This obligation survives termination of this agreement.

12. DATA SECURITY & PRIVACY 

Offside uses industry-standard security practices to protect your data. However, no system is perfectly secure. You agree to use the Platform Services at your own risk.

To operate, maintain, and improve the Platform Services — including underlying AI models, user experience, and functionality — Offside may use de-identified and aggregated data derived from your use of the Platform Services, including Inputs, Outputs, and usage metadata. This data will be used solely in a form that does not identify you or your end users.

Certain features of the Platform Services may involve processing your Inputs and other data using third-party LLM providers (including but not limited to OpenAI, Perplexity). By using these features, you authorize Offside to transmit necessary data to such providers solely for the purpose of generating responses or improving functionality, in accordance with applicable privacy policies and security practices. Offside will only use reputable providers bound by confidentiality and data use limitations.

You may request deletion of specific content or opt out of future training-related use by contacting us at support@offside.co.

13. SEAT USAGE & ACCOUNT SHARING

You may not share access credentials or allow more than one user to access the Platform Services per account or seat. Offside reserves the right to audit usage and suspend accounts found in violation.

14. FEEDBACK LICENSE 

If you send us ideas, suggestions, or feedback, you grant Offside a perpetual, worldwide, irrevocable, royalty-free license to use, copy, modify, and implement that feedback without restriction or compensation.

15. FORCE MAJEURE 

Offside is not liable for any delay or failure to perform resulting from causes outside our reasonable control, including acts of God, labor disputes, internet failures, or governmental actions.

16. CONTACT US

In order to resolve a complaint regarding the Platform Services or to receive further information regarding use of the Platform Services, please contact us at: support@offside.co