Terms of Service

Our terms and conditions

NORTHSTAR TOOLKIT TERMS OF SERVICE

Last Updated: April 7, 2025

Welcome to Northstar Toolkit! These Terms of Service ("Terms") are a binding contract between you and MilestoneX, LLC d/b/a Northstar Toolkit ("Northstar Toolkit," "we," "us," or "our"). You must agree to and accept all of the Terms to use our services. Your use of our services in any way indicates that you agree to all of these Terms, and these Terms will remain in effect while you use our services.

These Terms include the provisions in this document as well as those in the Northstar Toolkit Privacy Policy, which is incorporated by reference.

1. SERVICES DESCRIPTION

Northstar Toolkit is a comprehensive grant writing platform designed to streamline the grant application process for organizations. The platform leverages advanced data scraping and AI technology to help grant writers create more effective applications with less manual effort.

2. ELIGIBILITY

You must be at least 18 years old to use our services. By agreeing to these Terms, you represent and warrant that you are at least 18 years old.

Our services are intended for users in the United States and Canada only. If you access our services from outside these countries, you do so at your own risk and are responsible for compliance with local laws.

3. ACCOUNT MANAGEMENT

3.1 Account Registration

To access certain features of our services, you must register for an account. When registering, you agree to provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account.

We reserve the right to disable your account if we determine, in our sole discretion, that you have violated these Terms.

3.2 Account Inactivity

Accounts that remain inactive (no login or usage) for a period of twelve (12) consecutive months may be deemed dormant. We reserve the right to suspend or terminate dormant accounts after providing notice to the email address associated with the account. Prior to such action, we will provide at least thirty (30) days' notice to allow you to log in and keep your account active. For paid subscription accounts, inactivity provisions will only apply after subscription termination or expiration.

4. SUBSCRIPTION PLANS AND PAYMENT

4.1 Subscription Plans

We offer various subscription plans with different features, user seats, and pricing. Current subscription options and pricing are available on our website. Your subscription will be subject to the features, limitations, and pricing of the plan you select at the time of purchase or as subsequently modified through upgrades, downgrades, or pricing changes.

4.2 Payment Terms

You agree to pay all fees associated with your subscription plan. All fees are in U.S. dollars and are non-refundable except as expressly provided in these Terms.

If you choose a subscription with recurring payments, you authorize us to charge the payment method you provide to us on a recurring basis. You agree to maintain current and accurate payment information.

4.3 Cancellation

You may cancel your subscription at any time. Upon cancellation, you will continue to have access to our services until the end of your current billing period, at which point your access will be terminated. We do not provide refunds for partial subscription periods.

4.4 Changes to Fees

We reserve the right to change our subscription fees at any time. If we change our fees, we will provide notice of the change on our website or by email at least 30 days before the change takes effect. Your continued use of our services after such notification constitutes your acceptance of the new fees.

4.5 Service Availability

We strive to maintain the availability of our services 24 hours a day, 7 days a week. However, there will be occasions when the services will be interrupted for maintenance, upgrades, or other technical reasons. We will make reasonable efforts to schedule maintenance during non-peak usage hours.

We do not guarantee uninterrupted access to our services. Scheduled maintenance will be announced with reasonable advance notice whenever possible. For Enterprise customers with specific uptime requirements, separate Service Level Agreements may be available.

5. USER CONTENT AND LICENSES

5.1 User Content

"User Content" means any information, data, text, documents, or other materials that you upload, import, enter, or otherwise provide to or through our services.

You retain all of your ownership rights in your User Content. By uploading User Content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, translate, and distribute your User Content for the purposes of providing and improving our services.

5.2 Logo Usage Rights

By using our services, you grant us permission to display your organization's name and logo on our website, marketing materials, and other promotional content for the purpose of identifying you as a customer or user of our services. If you wish to have your organization's logo removed from our promotional materials, you may submit a request to contact@northstartoolkit.com, and we will process your request within a reasonable timeframe.

5.3 Northstar Toolkit Intellectual Property

The services, including all content, features, and functionality, are owned by Northstar Toolkit and are protected by United States and international copyright, trademark, and other intellectual property laws. These Terms do not grant you any right, title, or interest in our services, content, or intellectual property.

5.4 Feedback

If you provide us with any feedback, suggestions, improvements, or feature requests ("Feedback"), you grant us an unlimited, irrevocable, perpetual, sublicensable, transferable, royalty-free license to use the Feedback for any purpose without compensation or obligation to you.

5.5 Backup Responsibility

You are solely responsible for maintaining appropriate backups of your User Content. While we implement reasonable data backup procedures, we do not guarantee the preservation of any User Content and are not responsible for any loss, deletion, or alteration of User Content. We recommend that you regularly backup any User Content that you upload to or create using our services.

6. AI FEATURES AND LIMITATIONS

6.1 AI-Generated Content

Our services use artificial intelligence technologies provided by third parties such as OpenAI, Anthropic, and Google (Gemini) to generate content based on the information you provide. While we strive to ensure the accuracy and quality of AI-generated content, we make no representations or warranties about its accuracy, completeness, or appropriateness for your specific needs.

6.2 Review Responsibility

You are solely responsible for reviewing, editing, and approving any AI-generated content before using it for your purposes. You acknowledge that AI-generated content may contain errors, biases, or other issues and that you use such content at your own risk.

7. USER RESPONSIBILITIES AND RESTRICTIONS

You agree not to:

  • Use our services for any illegal purpose or in violation of any laws
  • Infringe upon or violate the intellectual property rights or any other rights of anyone else
  • Interfere with or disrupt the security or functionality of our services
  • Attempt to gain unauthorized access to our services or related systems
  • Use our services to transmit any malware, viruses, or other harmful code
  • Engage in unauthorized scraping, data mining, or data extraction from our services
  • Use our services to develop a competing product or service
  • Resell, lease, or otherwise provide access to our services to any third party without our express written permission

8. PRIVACY AND DATA SECURITY

Please review our Privacy Policy, which explains how we collect, use, and disclose information about you. By using our services, you consent to the collection, use, and disclosure of your information as described in our Privacy Policy.

9. THIRD-PARTY LINKS AND SERVICES

Our services may contain links to third-party websites or services that are not owned or controlled by Northstar Toolkit. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that Northstar Toolkit shall not be responsible or liable for any damage or loss caused by your use of any such third-party websites or services.

10. DISCLAIMER OF WARRANTIES

The services are provided "as is" and "as available" without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the services will be uninterrupted or error-free, that defects will be corrected, or that the services or the servers that make them available are free of viruses or other harmful components.

11. LIMITATION OF LIABILITY

In no event shall Northstar Toolkit, its affiliates, or their respective officers, directors, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the services; (ii) any conduct or content of any third party on the services; (iii) any content obtained from the services; and (iv) unauthorized access, use, or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence), or any other legal theory, whether or not we have been informed of the possibility of such damage.

In no event shall our total liability to you for all claims exceed the amount paid by you to us for the services during the twelve (12) months preceding the event giving rise to the liability.

12. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless Northstar Toolkit, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the services; (ii) your violation of any term of these Terms; (iii) your violation of any third-party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your User Content caused damage to a third party.

13. TERMINATION AND SERVICE MODIFICATIONS

13.1 Termination

We may terminate or suspend your account and access to our services immediately, without prior notice or liability, for any reason, including, without limitation, if you breach these Terms.

Upon termination, your right to use the services will immediately cease. If you wish to terminate your account, you may simply discontinue using the services or contact us to request account deletion.

All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

13.2 Modification or Discontinuation of Services

We reserve the right to modify, suspend, or discontinue, temporarily or permanently, any part of our services with or without notice. This includes adding, removing, or modifying certain features and functionalities. We will make reasonable efforts to notify you of significant changes to our services. You agree that we shall not be liable to you or any third party for any modification, suspension, or discontinuation of the services.

14. GENERAL LEGAL PROVISIONS

14.1 Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions.

Any dispute arising from or relating to the subject matter of these Terms shall be finally settled in Delaware, in English, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.

Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction.

14.2 Force Majeure

Neither party will be liable for delays or failures in performance resulting from causes beyond their reasonable control, including, but not limited to, acts of God, labor disputes, pandemic, epidemic, systemic internet failures, shortages of supplies, acts of war or terrorism, government orders, electrical, internet or telecommunication outages, or third-party service provider failures or delays. In the event of a force majeure event, we will make reasonable efforts to inform you of the circumstances and expected duration.

15. CLASS ACTION WAIVER

You and Northstar Toolkit agree that each may bring claims against the other only in your or its individual capacity and not as a plaintiff or class member in any purported class or representative action.

16. CHANGES TO TERMS

We reserve the right to modify these Terms at any time. If we make material changes to these Terms, we will notify you by email or by posting a notice on our website prior to the changes becoming effective. Your continued use of our services after such notification constitutes your acceptance of the modified Terms.

17. MISCELLANEOUS

17.1 Entire Agreement

These Terms, together with the Privacy Policy, constitute the entire agreement between you and Northstar Toolkit regarding our services and supersede all prior agreements and understandings, whether written or oral.

17.2 Waiver

The failure of Northstar Toolkit to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

17.3 Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law.

17.4 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. We may assign or transfer these Terms, without consent, to any affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets.

17.5 Contact Information

If you have any questions about these Terms, please contact us at:

MilestoneX, LLC d/b/a Northstar Toolkit
929 N Val Vista Dr
Ste 109 PMB 558
Gilbert, AZ 85234
United States
Email: contact@northstartoolkit.com

By using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.