Terms of Service

1. The Agreement

Geogen is a software-as-a-service product developed and operated by Lumen AI Lab BV, a company incorporated under Belgian law with registered address Graaf Janshove 10, 8300 Knokke-Heist, Belgium, registered under number BE1028510794. For the purposes of these Terms of Service, all rights and obligations relating to Geogen are legally undertaken by Lumen AI Lab BV.

The Geogen software Tool offers Customers the ability to gain visibility of how different AI search models represent their brands in user search queries. The Tool is available from an internet web browser or through system integrations.

Please note that for Customers who use the Tool through one of Geogen’s partners the end-user license agreement (EULA) applies. They fall outside the scope of these Terms of Service.

The Company reserves the right to change its Terms of Service at any time in the future. The Company undertakes to notify the Customer of these changes via a Communication.

2. Terms of Use

2.1 Software license

The Company grants the Customer a non-exclusive, non-transferable, non-assignable, worldwide limited right to use the Tool, including any (future) updates of the Tool. Any other use or exploitation not explicitly granted to the Customer shall not be allowed without written consent from The Company. The scope of the rights granted can be limited or extended during the lifetime of the Agreement.

The Customer can, within the limits of the software license granted by The Company, grant an agreed number of Users a right of access and use. The obligations under these Terms of Service apply to all Users who gain access to the Tool.

In case of lack of compliance with the Agreement, The Company can take measures against the Customer as well as against its related Users.

2.2 User Account registration

The Customer shall be able to access and use the Tool through the first User Account and, where appropriate, the additional User Accounts.

Each User Account belongs to one person only and may therefore not be shared with other persons. Every User is advised to create a unique strong password and to change it periodically.

The Customer must immediately report to Geogen any (suspected) breach of the confidentiality of any User Accounts as well as any controversial registration so that appropriate measures can be taken.

2.3 Restrictions

The rights granted under the Agreement are subject to restrictions. The Customer commits to use the Tool for its stated purposes solely and in compliance with all applicable laws, rules and regulations issued by governing authorities.

The Customer agrees not to misuse the Tool and to abide by the restrictions imposed. Without this list being exhaustive, Customer undertakes not to:

(Re)sell, assign, distribute, (sub-) license, rent, lease, lend out, distribute or in any other way transfer any rights to the Tool granted under this Agreement, without the prior written consent of The Company;
Copy, modify, adapt, alter, translate or make derivative works based upon the Tool;
Engage in, nor authorize others to engage in, the reverse engineering, disassembly or the decompilation of the Tool;
Use the Tool to conduct or promote any illegal activities;
Disturb the good operation of the Tool and/or Website. This includes that Customers should refrain from sending, processing or storing material containing software viruses, worms, Trojan horses or other harmful or malicious computer code, files, scripts, agents or programs which may infringe the Services and interests of The Company, its affiliates and its Customers;
Circumvent the business model of The Company or its affiliates;
Use the Tool – partly or integrally – in any manner that may give a false or misleading impression, attribution, or statement as to The Company and/or its affiliates, or any third party.
Ask for the credentials of other Users and/or log into someone else’s User Account;
Use the Tool in a fraudulent manner (e.g. the use of a false User Account and/or providing false user information is considered as fraudulent use);
Pretend to be another (legal or natural) person when using the Tool without the necessary permission.
Use the Tool in a manner which is significantly higher than the use by an average Customer and which may be harmful to the network or which might cause a system overload.

The Customer must immediately (i) penalize or sanction any improper and unauthorized use and (ii) immediately inform The Company in writing of such use.

2.4 Remedies

The Company can take all necessary and reasonable measures when the Customer or any related User acts in violation of the Agreement, the applicable law, the rights of third parties or the generally accepted rules of conduct of the Internet. The Company preserves a large margin of appreciation to sanction a violation, in proportion to the violation. The Company can temporarily suspend or permanently deny access to the Tool. The Company may charge Customer for any costs incurred by it as a result of Customer's failure to comply with the terms of use.

When acquired by the situation, the above mentioned measures can be taken without prior warning. The Customer does not have the right to ask reimbursements or damages for measures taken.

3. Availability and Updates

In the event of problems with the availability of the Tool, The Company will make all reasonable efforts to solve such issues as soon as reasonably possible without giving any guarantee in terms of response and resolution times. In any case and where appropriate, The Company shall be free to determine what is to be considered an adequate solution for its Customers in this respect.

The Company wishes to keep the quality of the Services high by performing maintenance activities and implementing updates on a regular basis. The Company undertakes to minimize the impact of such maintenance activities and updates on the availability of the Tool, but does not exclude any downtime in this respect. In any case The Company undertakes its best effort to inform the Customer thereof in due time, unless this is impossible or not useful (e.g. in case of urgency).

The Company uses a number of strategies and providers to source data in order to provide the service. The Company shall be free to make changes and determine which strategies and providers are considered an adequate solution for its Customers.

Under no circumstances shall The Company be obliged to compensate the Customer due to a situation of unavailability.

4. Fees

All prices are presented exclusive of VAT and/or other taxes and (local) charges.

The Subscription Fee is based on parameters as outlined on the Subscription Plan definition on the Geogen website. Those parameters may include for example: the Plan selected, the Term, AI models included, number of AI prompts, Add-ons, prompt run frequency etc.

Under no circumstances does The Company guarantee that it will maintain the prices for any of its Subscription Plans or Services. The Company may at any time adjust prices. In the event of an increase of its prices affecting existing Customers, The Company undertakes to notify its Customers through a Communication at least one (1) month prior to the application of the new prices.

Fees are non-refundable. Customers should contact Geogen if they want to explore the product through a demo account before purchasing.

4.1 Upgrades

The Customer is free to (i) switch to a higher Plan, (ii) increase the number of User Licenses, (iii) (pre-)order one or more paid add-ons, and to (iv) increase the limits of the Customer Account hereafter jointly referred to as the Upgrade. These Upgrades can be done at any time during the Term.

4.2 Downgrades

The Customer is free to (i) switch to a lower Plan, (ii) reduce the number of User Licenses, (iii) deactivate one or more add-ons hereafter jointly referred to as the Downgrade.

Such notice needs to be given via the Downgrade form in the Tool at the latest one day before the Renewal Date. Any Downgrades shall only be implemented as from the Renewal Date.

Please note that the deactivation of a User Account is not considered a Downgrade. It only frees up the previously occupied User License, allowing it to be assigned to a new User.

4.3 Credits

The Customer can purchase digital credits. These credits can be used on applicable Services. The credits are non-transferable and non-refundable and may be used only in connection with the applicable Services.

The Customer’s available credit balance may be reviewed in the Tool. The Customer is solely responsible for verifying that the proper amount of credits has been added to or deducted from their balance.

4.4 Termination & Deletion

The Customer can at any time terminate its subscription which will prevent the subscription being renewed.

The Customer can at any time delete its account which results in the deletion of all data and user accounts.

5. Payment

5.1 Invoicing

The Customer expressly agrees to electronic invoicing by Geogen, unless agreed otherwise in writing. All invoices under this Agreement will be sent to the electronic address provided by the Customer. It’s the Customer's responsibility to keep its invoicing information up to date.

5.2 Payment

Unless expressly agreed otherwise, all invoices are automatically collected in full on the invoice date.

For the processing of its payments, Geogen makes use of the services of external professional and specialized partners who operate payment services.

Invoices may only be legitimately disputed by the Customer via email within seven (7) calendar days after the invoice date, stating the invoice date, the invoice number and detailed reasons. Such a dispute does not discharge the Customer from its obligation to pay.

6. Communications

All notices required to be given by Geogen to the Customer under this Agreement shall be sufficient if done via a Communication using the Customer’s contact information recorded in the Tool. All Users are expected to keep their contact information up to date. The Company cannot be held responsible if a Customer has not received a particular Communication because the available contact information was no longer correct.

Any formal Communication to Geogen should be made via the email address contact@geogen.io for this purpose in these Terms of Service.

7. Support - Helpdesk

In the event the Customer is in need of assistance or has an inquiry with respect to the Services, the Customer is advised to first consult Geogen’s documentation.

If the information provided in Geogen’s documentation does not provide the required assistance, the Customer may contact the Geogen helpdesk free of charge by submitting a support ticket via the application.

The Geogen helpdesk will make every reasonable effort to assist the Customer as soon as reasonably possible following the support request.

8. Intellectual Property

The Customer explicitly acknowledges that The Company remains the sole owner of the Tool and/or other intellectual property rights relating thereto. All such rights and goodwill are, and shall remain, vested with The Company.

Consequently, the license granted to the Customer under this Agreement (see Article 5.2) solely implies the right to use the Tool. No implied licenses shall be granted under this Agreement.

Customer acknowledges that no right is granted to publish, modify, adapt, translate or create derivative works of the Documentation without written permission by The Company.

9. Confidentiality

9.1 General

All information exchanged between Parties, either in writing or verbally, prior to entering into the Agreement as well as during the Agreement shall be considered confidential and be treated by each Party with the utmost secrecy, unless otherwise stated in these Terms of Service.

The disclosing party shall remain at any moment the sole owner of its confidential information. Except as expressly set forth in Article 9.2 and 9.3, nothing in these Terms of Service shall grant to the recipient any rights to or interest in the confidential information.

This confidentiality obligation applies for as long as the Agreement between Parties continues to exist and for a period of five (5) years starting from the termination of the Agreement for any reason whatsoever.

9.2 Exceptions which apply to both Parties

The obligations, as determined in Article 9.1, are not applicable to the following information:

Information, which is publicly available, publicly spread and/or known by the general public at the time of its communication;
Information which is obtained in a lawful manner by the recipient on a non-confidential basis from any party other than the disclosing party, whereby such third party is at its turn not bound by any confidentiality agreement with the disclosing party;
Information which disclosure/announcement is required by law or by a court or other government decision (of any kind). Where possible, the recipient shall, prior to any disclosure/announcement, discuss the scope and manner of such disclosure/announcement with the disclosing party.

9.3 Exceptions which apply to The Company

By way of derogation from the confidentiality obligation set out in Article 9.1, Customer explicitly grants to The Company and its affiliates a worldwide, perpetual, irrevocable, royalty-free license to:

Use and/or commercialize any idea, input, suggestion, enhancement request, recommendation, correction or other feedback received from the Customer, which may serve to improve and/or expand its Tools or Services.
Collect, use, and disclose quantitative data derived from the Customer’s use of the Tool, benchmarking, analytics, and marketing.

Furthermore, The Company may process, and use data generated from the Customer accounts in a manner that does not identify the Customer or any individual. The Company may use such data for purposes including, but not limited to, analysis, benchmarking, data enrichment, statistical reporting, service optimization, research, and the development of new features and services.

10. Liability

The Company’s liability shall be limited to the lower of the following two amounts: (i) the invoice value of the latest invoice related to the Services, or (ii) the amount of the payment of the insurance policies entered into by The Company. The Company’s liability shall in any case be limited to the liability mandatory under Belgian law.

The Customer accepts that it must always notify The Company in the shortest possible time of any damage it has suffered as a result of using the Services. Any aggravation of the damage as a result of the failure to give such prompt notice shall not be attributable to The Company.

Except as otherwise expressly represented or warranted in these Terms of Service and to the maximum extent permitted by applicable law, the Services as well as the Documentation and any other products or services provided by The Company are provided on an “as is” basis. The Company thus disclaims any and all other promises, conditions, representations and warranties – whether express or implied – including but not limited to any implied warranties of fitness for particular purpose, satisfactory quality, reasonable skill and care, system integration and/or data accuracy.

Without prejudice to the generality of the preceding section, The Company does not guarantee that: (i) the performance of the Tool will be uninterrupted or error-free nor that all errors and/or bugs will be corrected (within a reasonable time), (ii) the Tool will be constantly available, free of viruses, in time and complete, or (iii) the information provided by the Tool is complete, correct, accurate and non-misleading.

The intended use of the Tool by the Customer and its related Users is determined under their full responsibility and at their own risk. The Company cannot be held liable in any way for any direct or indirect damage resulting from this intended use. Therefore, the Customer and its related Users shall be solely responsible for any damage to their computer (programs), wireless devices and/or other equipment.

The Company shall neither be liable for:

Indirect and/or consequential damage (including but not limited to loss of income, loss of goodwill and damage to the property of the Customer due to the use of the Services). This limitation of liability also applies when The Company has been specifically informed of the potential loss by the Customer;
Defects that have been caused directly or indirectly by an act on the part of the Customer or a third party, irrespective of whether they are caused by an error or negligence;
Damage caused by using the Services for a different purpose than the purpose for which they have been developed or is intended by Geogen;
Additional damage caused by continued use by the Customer, Admin and/or Users after a defect has been detected;
The loss or incorrect use of the data;
Damage caused by non-compliance with any advice and/or guidelines that may be given by Geogen, which the latter always provides on a discretionary basis;
Damage caused by force majeure or hardship (see Article 12).

The Customer shall indemnify and/or hold harmless The Company and any of its officers, directors, partners, employees and affiliates from and against all claims of whatever nature that might arise from the existence, implementation, non-compliance and/or termination of these terms of service and which have been caused by its own negligence, fault or carelessness or by any of its Users.

11. Service Changes

The Company has the right to change its offer and the composition of its Subscription Plans and Services at any time including, but not limited to the offer and composition and parameters of the Plans, add-ons and which functionalities are supported.

The Company shall make reasonable efforts to communicate any material service changes to Customers through a Communication within a reasonable term prior to such change.

12. Force Majeure

The Company cannot be held liable for any failure to meet its obligations under the Agreement if this failure is due to force majeure or hardship.

Usual events of force majeure or hardship include: all circumstances that at the time of the conclusion of the Agreement were reasonably unforeseeable and unavoidable, and which prevent The Company from performing the Agreement, or which would make the performance of the Agreement more difficult, financially or otherwise, than would normally be the case (including, but not limited, to: war, natural disasters, fire, seizure, epidemics and pandemics, delays with or bankruptcy of third parties engaged by The Company, shortage of staff, strikes, organizational circumstances, threat or acts of terrorism, interventions by public authorities, power interruptions and failures of or interruptions to any communications equipment, software or hardware).

The aforementioned situations entitle The Company to review and/or suspend the execution of the Agreement by simple written notice to the Customer, without being liable to pay compensation. The Company shall be entitled to terminate the Agreement if the situation of force majeure and/or hardship lasts longer than two (2) months.

13. Compensation ('Netting')

In accordance with the provisions of the Belgian Law on Financial Collateral of 15 December 2004, Parties agree that in their reciprocal relation, as from the start of the agreement between The Company and the Customer, all currently existing as well as any future debts shall always be automatic and ipso jure be set off against each other and compensated, irrespective of their due date, their aim or the currency in which they have been expressed.

In case of concurrent creditors, the claim of the other party on the party dealing with concurrent creditors shall always be limited to the remainder after the setoff of the chargeable amounts and the permanent setoff will in any case have legal effect against the curator and the remaining creditors, who can themselves therefore not object nor oppose any of the aforementioned compensations or debt comparison carried out by Parties.

14. Applicable Law and Jurisdiction

All issues, questions and disputes concerning the validity, interpretation, enforcement, performance or termination of this Agreement shall be governed by and construed in accordance with Belgian law.

Any dispute concerning the validity, interpretation, enforcement, performance or termination of this Agreement shall be submitted to the exclusive jurisdiction of the courts where The Company has its registered office.

15. Miscellaneous

The invalidity of one or more provisions of these Terms of Service or any part thereof shall not affect the validity and enforceability of the other clauses and/or the remainder of the provision in question. In case of invalidity, parties shall negotiate to replace the invalid provision by an equivalent provision in accordance with the spirit of these Terms of Service. If Parties do not reach an agreement, then the competent court may mitigate the invalid provision to what is (legally) permitted.

The (repeated) failure by The Company to exercise any of its rights may only be construed as a toleration of a particular situation and shall not give rise to a forfeiture of its rights.

The Company is entitled to assign or transfer this Agreement, in whole or in part, to any affiliate or to another company in connection with the sale, transfer, merger, consolidation, or any other disposition of all or substantially all of its assets or business.

16. Definitions

In these Terms of Service, the following terms shall have the meanings set forth below. Words in the singular include the plural and vice versa.

“Agreement” means these Terms of Service, including any schedules, annexes, or documents referenced herein, as may be amended from time to time.
“Communication” means any notice, announcement, update, invoice, or other formal correspondence provided by Geogen to the Customer via the Tool, email, or other means using the contact information provided by the Customer.
“The Company” means Lumen AI Lab BV, a company incorporated under Belgian law with registered office Graaf Janshove 10, 8300 Knokke-Heist, Belgium, and registered under number BE1028510794, being the contracting party to this Agreement.
“Customer” means the legal entity or natural person entering into the Agreement with The Company and responsible for compliance with these Terms of Service.
“Customer Account” means the account created by or for the Customer to access and use the Tool and associated Services.
“Documentation” means the user manuals, online guides, FAQs, or other written or electronic materials provided or made accessible by Geogen in relation to the Tool and associated Services.
“Subscription Plan” means the specific bundle service features made available by Geogen for a recurring fee, which include limits and/or parameters such as the number of Users, available features, AI models, usage limits, add-ons, and subscription term.
“Services” means the provision of access to and use of the Tool and related functionalities, as well as any associated support, maintenance, or add-ons provided by Geogen under this Agreement.
“Term” means the duration of the Agreement as defined by the applicable subscription period selected by the Customer.
“Tool” means the proprietary software called Geogen developed and provided by The Company, including any integrations, updates, enhancements, modifications, or new versions thereof.
“User” means an individual authorized by the Customer to access and use the Tool under a valid User Account.
“User Account” means the personal login credentials assigned to a User, enabling such User to access and use the Tool in accordance with the Agreement.