Terms of Service

1. Agreement to terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Gold Lapel ("Company," "we," "us," or "our") governing your access to and use of the Gold Lapel software, hosted services, website, documentation, and any related services (collectively, the "Service").

By accessing or using the Service, purchasing a subscription, downloading the software, or clicking "I agree," you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

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

2. Description of the Service

Gold Lapel is a self-optimizing PostgreSQL proxy that observes database query patterns and automatically creates indexes, materialized views, and query rewrites to improve performance. The Service may be offered in the following forms:

• Self-Hosted Software. Software distributed as a binary that you download, install, and operate on your own infrastructure.
• Hosted Service. A cloud-hosted version of the Service operated and maintained by us, where we provide the infrastructure, connectivity, and ongoing management on your behalf.
• Website and Documentation. The Gold Lapel website, documentation, blog, and related informational resources.

Not all forms of the Service may be available at any given time. We reserve the right to introduce, modify, or discontinue any form of the Service at our discretion.

3. Accounts and registration

Certain features of the Service may require you to create an account. When you register, you agree to provide accurate, current, and complete information and to update such information as necessary to keep it accurate.

You are responsible for maintaining the confidentiality of your account credentials, including passwords, API keys, and license keys. You are responsible for all activity that occurs under your account, whether or not authorized by you. You must notify us immediately upon becoming aware of any unauthorized use of your account.

We reserve the right to suspend or terminate accounts that we reasonably believe are in violation of these Terms or that pose a security risk.

4. Free trial

Trial period. Gold Lapel includes a 14-day free trial that begins automatically on first use of the software. During the trial period, all features of the Service are available without a license key.

Trial start. The trial period commences upon the first execution of the Gold Lapel binary against a database. The trial start date is recorded locally and cannot be reset, extended, or restarted.

Anti-tamper. The trial is enforced on a per-database basis. If evidence of a prior installation is detected in the database (such as the presence of a _goldlapel schema) but the local trial record has been removed, the trial will be treated as expired. Deliberate circumvention of trial enforcement mechanisms constitutes a violation of these Terms.

Trial expiration. Upon expiration of the trial period, the Service degrades to passthrough mode ("Bellhop mode"), in which the proxy continues to forward all database traffic without modification but ceases all optimization activity. The proxy will not terminate or block database connections upon trial expiration.

No obligation. The trial does not require payment information and does not automatically convert to a paid subscription. To continue using optimization features after the trial period, you must purchase a subscription and provide a valid license key.

5. Subscriptions, pricing, and payment

Subscription tiers. The Service is offered under multiple subscription plans as described on the pricing page. Current pricing, instance limits, and billing terms are defined there and may be updated from time to time.

All subscription tiers include access to all features of the Service. There is no free tier. Bellhop mode (passthrough) is an operational state, not a pricing tier.

Auto-renewal. All subscriptions automatically renew at the end of each billing period (monthly or annually, as applicable) unless you cancel before the renewal date. You will be charged the then-current subscription fee upon each renewal. You may cancel auto-renewal at any time through your account settings or by contacting us, and cancellation will take effect at the end of the current billing period.

Payment processing. All payments are processed by Stripe, Inc. ("Stripe"), our third-party payment processor. By providing payment information, you agree to Stripe's Services Agreement and Privacy Policy. We do not store your full credit card number or payment credentials on our servers.

Billing. Paid subscriptions are billed in advance on a monthly or annual basis, as selected at the time of purchase. All fees are quoted in U.S. dollars unless otherwise specified. You authorize us and our payment processor to charge your designated payment method for all applicable fees.

Price changes. We may modify pricing at any time. Price changes for existing subscriptions will take effect at the start of the next billing cycle following at least 30 days' written notice. Your continued use of the Service after a price change constitutes acceptance of the new pricing.

Taxes. All fees are exclusive of applicable taxes, levies, and duties. You are responsible for paying all such taxes associated with your use of the Service, excluding taxes based on our net income.

Refunds. Fees are non-refundable except as required by applicable law or as explicitly stated in a separate written agreement.

Late payment. If payment is not received within the grace period described below, the Service will degrade to Bellhop mode (passthrough) until all outstanding amounts are paid in full.

Grace period. Paid subscriptions include a 14-day grace period following a failed payment or lapsed billing cycle. During the grace period, all features of the Service remain fully operational while the payment issue is resolved. If payment is not received within the grace period, the Service will degrade to Bellhop mode (passthrough). The proxy will never terminate or block database connections due to a billing issue.

6. Database modification consent and risk acknowledgment

BY INSTALLING AND USING GOLD LAPEL, YOU EXPRESSLY ACKNOWLEDGE AND CONSENT TO THE FOLLOWING:

Database objects. Gold Lapel creates and manages database objects in your PostgreSQL database, including but not limited to:

• A _goldlapel schema containing metadata tables used for internal state tracking
• Materialized views derived from your database tables
• Indexes of various types (B-tree, GIN, expression, partial, and composite indexes)

These objects are created automatically based on observed query patterns. You consent to Gold Lapel creating, modifying, refreshing, and dropping these objects in your database.

Query rewriting. Gold Lapel intercepts SQL queries in transit between your application and PostgreSQL and may transparently rewrite them to read from materialized views instead of base tables. Your application will not be notified of these rewrites. Rewritten queries may return results that differ from direct table queries due to the eventual consistency of materialized views.

Eventual consistency. Materialized views are refreshed periodically and may serve data that is not current with the underlying base tables. Between refresh cycles, queries routed to materialized views may return stale data. This is by design and is inherent to the optimization approach. If your application requires strict real-time consistency for specific tables, you must exclude those tables from optimization using the table exclusion list.

Cache staleness. Cached results, materialized views, and query rewrites may reflect data that is not current. Gold Lapel makes commercially reasonable efforts to detect writes and invalidate caches, but does not guarantee zero-staleness. PostgreSQL NOTIFY-based and write-ahead log ("WAL")-based features improve write detection coverage but do not guarantee completeness for all write sources, including but not limited to writes originating from external tools, replication streams, direct superuser sessions, or bulk import operations that bypass normal query processing.

Shadow verification. Gold Lapel includes a shadow verification system that tests the correctness of materialized view results against direct table queries before routing production traffic. Shadow verification is a best-effort safeguard and is not a guarantee of correctness, completeness, or data integrity. Shadow verification may not detect all discrepancies, edge cases, or data consistency issues.

Performance effects. While Gold Lapel is designed to improve database performance, results vary by workload. Gold Lapel may affect database performance positively or negatively. The creation of materialized views and indexes consumes storage space and may increase write latency. Query rewriting may, in some cases, result in slower query execution than the original query. We do not guarantee any specific performance improvement.

Testing requirement. You must test Gold Lapel in a non-production environment before deploying it against any production database. You are solely responsible for evaluating whether Gold Lapel is appropriate for your workload, data integrity requirements, and compliance obligations.

Backup responsibility. You are solely responsible for maintaining your own backup and disaster recovery strategy for your database. Gold Lapel is not a backup solution, a disaster recovery tool, or a substitute for professional database administration.

Residual objects. Database objects created by Gold Lapel (including the _goldlapel schema, materialized views, and indexes) remain in your database after the Service is uninstalled, disabled, or terminated. You are responsible for manually removing these objects if they are no longer desired. We provide documentation on how to identify and remove Gold Lapel objects.

No guarantee of correctness. Gold Lapel does not guarantee the correctness of rewritten queries, the accuracy of materialized view data, or the integrity of your database. You are solely responsible for validating query results and maintaining data integrity in your application.

7. Telemetry and license enforcement

License enforcement telemetry. Licensed instances of Gold Lapel transmit telemetry data to Gold Lapel servers for the purpose of license validation and instance-count enforcement. This telemetry is mandatory for licensed users and cannot be disabled. It is a condition of your license that you permit this communication.

What is transmitted. License enforcement telemetry transmits the following data:

• A unique instance identifier (randomly generated, not derived from your data)
• A cryptographic hash of the upstream database connection (used for instance counting, not reversible to your connection string)
• Aggregate query counters (total queries observed, rewritten, and cached — not the queries themselves)
• The client type (e.g., which language wrapper or framework plugin is in use)
• License key identifier and tier

What is never transmitted. Gold Lapel does not transmit, access, or store:

• Your SQL queries, query text, or query parameters
• Your database contents, rows, columns, or values
• Your table names, schema definitions, or database structure
• Your database credentials or connection strings
• Any personally identifiable information from your database

Frequency. Telemetry is transmitted approximately every 5 minutes while the proxy is running.

Over-limit enforcement. If a license is detected on more than the authorized number of concurrent instances, the most recently started instance will be degraded to Bellhop mode (passthrough). A grace period is provided for transient network outages or infrastructure changes. The proxy will never terminate or block database connections due to license enforcement — enforcement is always graceful degradation.

Trial users. Instances operating under the free trial do not transmit telemetry.

8. Your data

Ownership. You retain all rights, title, and interest in your data. "Your data" means any data, including database contents, queries, schemas, configuration, and metadata, that you provide to or process through the Service.

Query observation. Gold Lapel observes SQL query patterns passing through the proxy in order to identify optimization opportunities. This observation involves analyzing normalized query structures (parameterized SQL shapes) and does not involve reading, storing, or transmitting the literal values, bind parameters, or result sets of your queries. Gold Lapel does not access, read, or extract your actual database contents (rows, columns, or field values) for any purpose other than executing queries on your behalf as a proxy.

Self-Hosted Software. When you use the self-hosted version of the Service, your data remains entirely on your infrastructure. The only data transmitted externally is the license enforcement telemetry described in Section 7, which contains aggregate counters and identifiers — never your queries, data, or schema. Gold Lapel does not phone home for any purpose other than license enforcement.

Hosted Service. When you use the hosted version of the Service, we process your data solely to provide and improve the Service. We will not sell, share, or disclose your data to third parties except as necessary to operate the Service (e.g., infrastructure providers), as required by law, or with your explicit consent. Our handling of personal data is further described in our Privacy Policy.

Data portability. You may export your data from the Service at any time during your subscription. Upon termination of your account, we will make your data available for export for a period of 30 days, after which we may delete it.

Security. We implement commercially reasonable administrative, technical, and physical safeguards to protect data processed through the hosted Service. However, no method of transmission or storage is completely secure, and we cannot guarantee absolute security.

9. License grant

Self-Hosted Software. Subject to your compliance with these Terms and, where applicable, payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the Gold Lapel software on your own infrastructure for your internal business purposes during the term of your subscription.

Hosted Service. Subject to your compliance with these Terms and, where applicable, payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the hosted Service during the term of your subscription.

Restrictions. You may not:

• Copy, modify, adapt, or create derivative works of the Service or its source code, except as expressly permitted by applicable open-source licenses
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service, except to the extent that such activity is expressly permitted by applicable law
• Sublicense, resell, rent, lease, lend, or otherwise distribute access to the Service to third parties without our prior written consent
• Remove, alter, or obscure any proprietary notices, labels, or markings on the Service
• Use the Service to build a competing product or service
• Circumvent, disable, or interfere with any license enforcement, usage metering, telemetry, trial limitations, or security features of the Service
• Attempt to reset, extend, or manipulate the free trial period, including by deleting state files, database objects, or reinstalling the software
• Use the Service in any manner that violates applicable law or regulation

Open-source components. Certain components of the Service, specifically the language wrappers (Python, Node.js, Ruby, Java, PHP, Go, .NET) and framework plugins (Django, Rails, Spring Boot, Laravel, Prisma, SQLAlchemy, Drizzle), are distributed under the MIT License. The MIT License terms govern those specific components. The core Gold Lapel proxy, website, API, and supporting systems are proprietary commercial software and are not open-source.

10. Acceptable use

You agree not to use the Service to:

• Violate any applicable local, state, national, or international law or regulation
• Infringe upon or violate the intellectual property rights, privacy rights, or other rights of any third party
• Transmit any material that is unlawful, threatening, abusive, harassing, defamatory, or otherwise objectionable
• Introduce viruses, malware, or other harmful code into the Service or any connected systems
• Attempt to gain unauthorized access to any portion of the Service, other accounts, computer systems, or networks connected to the Service
• Interfere with or disrupt the integrity or performance of the Service or the data contained therein
• Use the Service in a manner that violates applicable regulatory compliance requirements. You are solely responsible for ensuring your use of the Service complies with all regulatory frameworks applicable to your data, including but not limited to HIPAA, PCI-DSS, SOC 2, and GDPR
• Use automated means to scrape, crawl, or extract data from the Service, except through published APIs used in accordance with their documentation

We reserve the right to investigate and take appropriate action, including suspension or termination, against anyone who violates this section.

11. Intellectual property

The Service, including all software, algorithms, designs, documentation, trade names, trademarks, logos, and other intellectual property embodied in or associated with the Service, is and remains the exclusive property of Gold Lapel and its licensors. These Terms do not grant you any right, title, or interest in the Service except for the limited license expressly set forth herein.

Any feedback, suggestions, or ideas you provide regarding the Service ("Feedback") may be used by us without restriction, obligation, or compensation to you. You hereby assign to us all rights in any Feedback.

12. Third-party services

The Service may integrate with or rely upon third-party services, including but not limited to Stripe (payment processing), Google services (Analytics, Tag Manager, Ads, Search Console), infrastructure providers, and email delivery services. Your use of such third-party services is subject to their respective terms and privacy policies. We are not responsible for the availability, accuracy, or practices of any third-party service. Our website may use conversion tracking and remarketing technologies to measure and optimize our advertising campaigns, as described in our Privacy Policy.

SSO and identity provider integration. Gold Lapel provides single sign-on ("SSO") integration via OpenID Connect ("OIDC") and Security Assertion Markup Language 2.0 ("SAML 2.0") to delegate dashboard authentication to your identity provider ("IdP"). Gold Lapel is not an identity provider and does not store, manage, or authenticate user credentials. Gold Lapel does not issue, rotate, or revoke identity tokens. You are solely responsible for the configuration, security, and availability of your identity provider. Gold Lapel is not liable for unauthorized access resulting from misconfiguration of your identity provider, compromised IdP credentials, or IdP service outages.

13. AI-generated content

Portions of the Gold Lapel website, blog, documentation, and published materials (including the book "You Don't Need Redis") are created with the assistance of artificial intelligence tools. While we review AI-assisted content for accuracy, technical claims, performance benchmarks, and implementation details contained in AI-generated content have not been independently verified by a third party.

Content published by Gold Lapel, whether AI-assisted or not, is provided for informational purposes only and does not constitute professional database administration advice, legal advice, or compliance guidance. You should independently evaluate all technical claims and test the Service against your specific requirements before relying on it in production.

14. Service availability and support

Availability. We strive to maintain high availability of the hosted Service but do not guarantee uninterrupted or error-free operation. Scheduled maintenance windows will be communicated in advance when feasible. Specific uptime commitments, if any, will be set forth in a separate Service Level Agreement ("SLA").

Support. Support availability and response times vary by subscription tier. Details of support offerings are described on our pricing page or in your order documentation.

Updates. We may release updates, patches, or new versions of the Service from time to time. For the self-hosted software, you are responsible for applying updates to your installation. For the hosted Service, updates may be applied automatically.

14a. Beta and preview features

We may designate certain features, services, or capabilities as "Beta," "Preview," "Early Access," or similar labels. Beta features are provided as-is, without warranty or service level commitment. We may modify, suspend, or discontinue beta features at any time without notice. Beta features are not covered by any SLA and should not be relied upon for production workloads unless you are comfortable with the associated risks.

Your use of beta features is voluntary and subject to these Terms. Feedback on beta features is welcomed and may be used in accordance with Section 11.

15. Confidentiality

Each party agrees to treat as confidential any non-public information received from the other party that is designated as confidential or that reasonably should be understood to be confidential ("Confidential Information"). Confidential Information shall not be disclosed to third parties or used for any purpose other than performing obligations under these Terms, except with the disclosing party's prior written consent or as required by law.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is rightfully received from a third party without restriction.

16. Disclaimer of warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT: (A) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OBTAINED FROM THE SERVICE WILL BE ACCURATE, RELIABLE, OR COMPLETE; OR (D) ANY DEFECTS IN THE SERVICE WILL BE CORRECTED.

WE MAKE NO WARRANTY REGARDING THE INTEGRITY, ACCURACY, OR COMPLETENESS OF DATA PROCESSED THROUGH OR AFFECTED BY THE SERVICE. WE DO NOT WARRANT THAT QUERY REWRITES WILL PRODUCE CORRECT, COMPLETE, OR EQUIVALENT RESULTS COMPARED TO DIRECT DATABASE QUERIES. WE DO NOT WARRANT THAT MATERIALIZED VIEWS WILL CONTAIN CURRENT OR ACCURATE DATA. WE DO NOT GUARANTEE ANY SPECIFIC PERFORMANCE IMPROVEMENT, REDUCTION IN QUERY LATENCY, OR OPTIMIZATION OUTCOME. RESULTS VARY BY WORKLOAD, SCHEMA COMPLEXITY, QUERY PATTERNS, DATABASE CONFIGURATION, AND OTHER FACTORS OUTSIDE OUR CONTROL.

GOLD LAPEL PROVIDES AUDIT EXPORT FUNCTIONALITY TO ASSIST WITH YOUR COMPLIANCE WORKFLOWS. AUDIT EXPORTS ARE INFORMATIONAL OUTPUTS REFLECTING GOLD LAPEL'S INTERNAL DECISION LOG. GOLD LAPEL DOES NOT CERTIFY, ATTEST, OR WARRANT THAT THESE EXPORTS SATISFY THE REQUIREMENTS OF ANY REGULATORY FRAMEWORK, INCLUDING BUT NOT LIMITED TO SOC 2, HIPAA, PCI-DSS, SOX, GDPR, OR ANY OTHER COMPLIANCE STANDARD. YOU ARE SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE EXPORTED DATA MEETS YOUR COMPLIANCE OBLIGATIONS, ENGAGING QUALIFIED AUDITORS, AND MAINTAINING ALL REQUIRED COMPLIANCE CERTIFICATIONS.

YOU ACKNOWLEDGE THAT THE SERVICE INTERCEPTS DATABASE TRAFFIC, MODIFIES QUERY EXECUTION PATHS, CREATES DATABASE OBJECTS (INCLUDING MATERIALIZED VIEWS, INDEXES, AND METADATA TABLES), AND REWRITES SQL QUERIES IN TRANSIT. YOU ARE SOLELY RESPONSIBLE FOR MAINTAINING ADEQUATE BACKUPS OF YOUR DATA, TESTING THE SERVICE IN NON-PRODUCTION ENVIRONMENTS BEFORE DEPLOYING IT IN PRODUCTION, AND VALIDATING THAT QUERY RESULTS MEET YOUR APPLICATION'S CORRECTNESS REQUIREMENTS.

17. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GOLD LAPEL, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

WITHOUT LIMITING THE FOREGOING, GOLD LAPEL SHALL NOT BE LIABLE FOR ANY:

• DATA LOSS, DATA CORRUPTION, OR UNAUTHORIZED DATA ACCESS RESULTING FROM QUERY REWRITES, MATERIALIZED VIEW CREATION, INDEX CREATION, OR ANY OTHER DATABASE MODIFICATION PERFORMED BY THE SERVICE
• DATABASE DOWNTIME, PERFORMANCE DEGRADATION, INCREASED QUERY LATENCY, OR STORAGE CONSUMPTION CAUSED BY OR RELATED TO THE SERVICE
• INACCURATE, STALE, INCOMPLETE, OR INCORRECT QUERY RESULTS RETURNED BY MATERIALIZED VIEWS OR REWRITTEN QUERIES
• REGULATORY FINES, COMPLIANCE FAILURES, AUDIT FINDINGS, OR LEGAL LIABILITY ARISING FROM YOUR USE OF THE SERVICE OR FROM DATA SERVED BY MATERIALIZED VIEWS
• COSTS OF DATABASE RECOVERY, DATA RESTORATION, REMEDIATION, FORENSIC INVESTIGATION, OR PROFESSIONAL SERVICES REQUIRED TO ADDRESS ISSUES CAUSED BY OR RELATED TO THE SERVICE
• LOSS OF REVENUE, BUSINESS INTERRUPTION, OR REPUTATIONAL HARM ARISING FROM DATABASE ISSUES RELATED TO THE SERVICE

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS YOU HAVE PAID TO US IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

18. Indemnification

You agree to indemnify, defend, and hold harmless Gold Lapel and its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any rights of a third party; (d) your data or the manner in which it is processed through the Service; or (e) any claim that database modifications made by the Service caused harm to your systems, data, or third parties.

19. Term and termination

Term. These Terms are effective from the date you first access or use the Service and continue until terminated by either party.

Termination by you. You may terminate your account and cease using the Service at any time. Cancellation of a paid subscription will take effect at the end of the current billing period. No prorated refunds will be issued for partial billing periods unless required by applicable law.

Termination by us. We may suspend or terminate your access to the Service immediately and without prior notice if: (a) you breach any provision of these Terms; (b) your payment is overdue by more than 15 days; (c) you become subject to bankruptcy or insolvency proceedings; or (d) continued provision of the Service to you would be unlawful. We may also terminate your account for convenience upon 30 days' written notice.

Effect of termination. Upon termination: (a) all licenses granted herein immediately cease; (b) you must cease all use of the Service; (c) any outstanding payment obligations survive; (d) database objects created by the Service (including the _goldlapel schema, materialized views, and indexes) will remain in your database unless you manually remove them; and (e) we will make your data available for export for 30 days following termination of hosted Service accounts, after which we may delete it.

Survival. Sections 6 (Database Modification Consent), 7 (Telemetry), 8 (Your Data — ownership provisions), 11 (Intellectual Property), 13 (AI-Generated Content), 15 (Confidentiality), 16 (Disclaimer of Warranties), 17 (Limitation of Liability), 18 (Indemnification), 20 (Governing Law), and 21 (General Provisions) shall survive any termination or expiration of these Terms.

20. Governing law and dispute resolution

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

Dispute resolution. Any dispute arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation between the parties for a period of 30 days. If the dispute cannot be resolved through negotiation, it shall be submitted to binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in the English language. Judgment on the arbitration award may be entered in any court of competent jurisdiction.

Class action waiver. To the fullest extent permitted by law, you and Gold Lapel each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. We believe individual resolution leads to faster, fairer outcomes for both parties. If for any reason a claim proceeds in court rather than in arbitration, each party waives any right to a jury trial.

Exceptions. Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or Confidential Information without first engaging in the dispute resolution procedures described above.

21. General provisions

Modifications. We reserve the right to modify these Terms at any time. Changes will be communicated by posting the updated Terms on this page with a revised "Last updated" date. Your continued use of the Service after the updated Terms are posted constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Service.

Entire agreement. These Terms, together with our Privacy Policy and any order forms or supplementary agreements, constitute the entire agreement between you and Gold Lapel with respect to the Service and supersede all prior or contemporaneous communications, whether electronic, oral, or written.

Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

Waiver. The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by the waiving party.

Assignment. You may not assign or transfer these Terms or any rights or obligations herein without our prior written consent. We may assign these Terms without restriction in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets. Any purported assignment in violation of this section is void.

Force majeure. Neither party shall be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, pandemics, labor disputes, government actions, power failures, internet or telecommunications disruptions, or third-party service outages.

Notices. Notices to you may be sent to the email address associated with your account or posted on the Service. Notices to us should be sent to thewaiter@goldlapel.com.

Export compliance. You agree to comply with all applicable export and re-export control laws and regulations, including the U.S. Export Administration Regulations and sanctions programs administered by the U.S. Department of the Treasury's Office of Foreign Assets Control. You represent that you are not located in, or a resident or national of, any country subject to comprehensive U.S. trade sanctions.

No third-party beneficiaries. These Terms do not create any third-party beneficiary rights in any individual or entity that is not a party to these Terms.

Independent contractors. The parties are independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, franchise, agency, or employment relationship between the parties.

Headings. Section headings are for convenience only and shall not affect the interpretation of these Terms.

22. Contact

If you have questions about these Terms, please contact us at thewaiter@goldlapel.com.