Checks is a service developed in Area 120, Google's in-house incubator, which empowers entrepreneurial Googlers to build innovative new products and businesses for Google. Area 120 projects are exploratory and experimental.
Checks is a service provided to customers by Google. These Terms form a legally binding contract between the customer or entity entering into these Terms ("You") and Google in relation to Your use of Checks. By using Checks, You accept and agree to be bound and abide by these Terms.
Capitalized terms used but not defined in these Terms shall have the meanings below.
App: Any mobile or web application that You are authorized to use in connection with Checks.
App Data: The data associated with Your App(s), including the app package name, app id, app package file, app URL, app store listing data, and app metadata.
Brand Features: The trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party, respectively, as owned (or licensed) by such party from time to time.
Checks: The software and services provided by or on behalf of Google to You which is accessible through the site located at checks.area120.google.com, or any successor site.
Checks Data: Data and information collected by or on behalf of Google when You use Checks, including App Data, Checks Analysis, and Usage Information.
Checks Account: An account issued to You and Your Users by Google to use Checks.
Checks Analysis: Reports and information generated by Checks as a result of the analysis performed on Your App(s) by Checks.
Fee: The amount You are required to pay for access to and use of Checks, as may be revised by Google from time to time.
Feedback: Questions, comments, suggestions, or ideas submitted to Google about Checks.
Google, We, Our or Us: Google LLC, a Delaware limited liability company with principal place of business at 1600 Amphitheatre Parkway, Mountain View, CA 94043, United States; Google Ireland Limited, a company incorporated in Ireland with principal place of business at Gordon House, Barrow Street, Dublin 4, Ireland; Google Commerce Limited, a company incorporated in Ireland with principal place of business at Gordon House, Barrow Street, Dublin 4, Ireland; or Google Asia Pacific Pte. Limited, a company incorporated in Singapore with principal place of business at 70 Pasir Panjang Road, #03-71, Mapletree Business City, Singapore 117371. Google may update the Google entities and their addresses from time to time.
Intellectual Property Rights: All patent rights, copyrights, trademark rights, rights in trade secrets, database rights, moral rights, and any other intellectual property rights (registered or unregistered) throughout the world.
Payment Account: A financial account issued by a Payment Processor to You that authorizes the Payment Processor to remit payments on Your behalf for the use of Checks.
Payment Processor: The entity or entities authorized by Google to provide services that enable You, if You have a Payment Account, to pay for Checks.
Tax: Any Federal, state, or local sales, use, value added, goods and services, or other similar transaction taxes. This term excludes telecommunication taxes and similar tax types, property taxes, and taxes based on Your income, including, withholding taxes, income, franchise, business and occupation, and other similar tax types.
Usage Information: Information about Your use of Checks, such as Your page visits and data viewed, Your interactions with Checks, Your logins to Checks, and the IP addresses, and timestamps associated with these activities.
User: Additional users of the Checks Account who You authorize to use Checks.
2. General Terms
2.1. In order to accept the Terms and use Checks You must be at least 18 years of age and of legal age in Your country to form a binding contract with Google.
2.2. If You are agreeing to be bound by these Terms on behalf of Your employer or other entity, You represent and warrant that You have full legal authority to bind Your employer or such entity to these Terms. If You do not have the requisite authority, You may not accept these Terms or use Checks on behalf of Your employer or other entity.
3. Use of Checks by You
3.1. You are responsible for maintaining the security and confidentiality of any Checks Account credentials that Google may issue to You or that You may choose Yourself, and You are solely responsible for all activity on Your Checks Account by You or Your Users. Google may limit the number of Checks Accounts issued to Your company or organization.
3.2. Except for the license rights granted by You in these Terms, Google agrees that it obtains no right, title, or interest from You (or Your licensors) under these Terms in or to Your App or Your App Data, including any Intellectual Property Rights.
3.3. You agree to use Checks only for purposes that are permitted by these Terms and any applicable law, regulation, or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding export control, sanctions, and human trafficking laws).
3.4. You are solely responsible for, and Google has no responsibility to You for, (a) Your App, (b) Your App Data, or (c) the decisions You make or actions You take based on your use of Checks or the Checks Analysis.
3.5. You may not use Checks:
3.5.1. beyond the intended Checks product functionality outlined in these Terms;
3.5.2. to engage in, promote or encourage illegal activity or abusive behavior;
3.5.3. to disable, interfere with, reverse engineer, or circumvent any aspect of Checks; or
3.5.4. to access any other Google product or service in a manner that violates the terms of service of such other Google product or service.
4.1. Google will provide Checks and the Checks Analysis to You in accordance with these Terms.
4.2. You authorize Google on a non-exclusive, worldwide, and royalty-free basis to reproduce, modify, display, analyze, make derivative works of, and use Your App Data in connection with (a) the operation of and provision of Checks and the Checks Analysis to You and (b) determining compliance with the Terms. We may use aggregated or de-identified information that cannot reasonably be used to identify You to make improvements to Checks.
4.3. You authorize Google to request App Data from the applicable app stores.
5. Subscription, Billing, Payment, and Taxes
5.1. We may arrange for or permit third party providers, including our payment processors ("Third Party Providers") to offer or provide products or services to You through Checks. In order to use these products or services, You may be required to agree to additional terms and conditions from the Third Party Providers, and may be subject to additional requirements of the Third Party Providers. By agreeing to these Terms or continuing to use Checks, You hereby agree to any Third Party Provider terms that apply to Your use of such products and services through Checks, which may be updated from time to time. Your use of products and services of any Third Party Provider is at Your own risk and Google is not responsible for any liability or damages that may arise out of or in connection with Your use of any products or services of Third Party Providers.
5.2. We offer a free tier and several paid tiers of Checks. You may upgrade from the free tier to the paid tiers of Checks and from one paid tier to a higher paid tier at any time, subject to payment of the increased subscription fee. If You upgrade tiers, the upgrade will take effect immediately and You will be charged the higher subscription fee on a prorated basis immediately. If You downgrade from a higher paid tier to a lower paid tier, You will lose access to all functions and features available at the higher paid tier immediately, Your subscription fee will be reduced on a prorated basis, and Google will apply a credit to reflect the reduced subscription fee.
5.3. If You are in the EU or the UK, You have the right to cancel within 14 days of signing up for, upgrading or renewing your subscription to Checks, without giving any reason. To exercise this right of withdrawal, You must communicate Your decision to withdraw by sending an unequivocal statement to Us at email@example.com or any other method We may provide.
5.4. Your subscription to Checks is paid on a recurring basis. Your subscription and the relevant billing authorization will continue indefinitely until canceled by You. By subscribing, You authorize Us to invoice You or bill Your chosen payment instrument (e.g. Your credit card), either directly or through a Payment Processor, for the Fee each billing period until You cancel Your subscription. You are free to cancel Your subscription at any time through Checks or by providing us with notice via email (to firstname.lastname@example.org) before the next subscription Fee is due. Your access to Checks will continue until the end of the then-current billing period. You will not receive any refunds if You cancel your subscription. Subscription pricing is subject to change at any time at Google's sole discretion. Pricing changes will take effect (a) 30 days after notice for existing subscribers in the same paid tier or (b) immediately for new subscribers or upon upgrading or downgrading paid tiers.
5.5. In order for You to pay for Your use of Checks, Google may require that You have a valid Payment Account under a separate agreement with a Payment Processor, and maintain that Payment Account in good standing. We currently use Stripe, Inc. ("Stripe") as Our Payment Processor, but We may direct You to use a different Payment Processor at Our sole discretion. Your use of the Payment Processor's products or services is subject to their terms and conditions, and any additional terms and conditions that Google or the applicable Payment Processor may require You to accept, which may be updated from time to time. For the avoidance of doubt, the Payment Processor terms are between You and the applicable Payment Processor, not Google. Unless Google requires You to receive payment through another Payment Processor, You consent to the additional applicable Stripe terms, which You can find at https://stripe.com/legal, including the terms applicable to the creation of Your Stripe account, which You can find at https://stripe.com/connect-account/legal.
5.6. We are not responsible for the Payment Processor's decisions about whether to create or maintain a Payment Account for You. You are solely responsible for maintaining Your Payment Account, including the accuracy and completeness of all information related to such Payment Account, whether provided to the Payment Processor or to Us. You must maintain the security of Your Payment Account and promptly notify Us if You discover or suspect that someone has accessed Your Payment Account without Your permission. You are solely responsible for all activities that occur under or through Your Payment Account whether such actions were taken by You or not. You authorize Us to take certain actions through Your Payment Account as permitted under these Terms and the additional terms You agree to with the Payment Processor, including communicating information about transactions conducted through the Payment Account such as charges, refunds, adjustments, and the handling of disputes. You permit Us to share Your Payment Account data with the Payment Processor. If You have questions about Your Payment Account, You must contact the Payment Processor.
5.7. We may use data collected or derived from activity conducted through Your Payment Account for purposes of (a) testing and auditing account activity for any fraudulent, unlawful, deceptive, abusive, or otherwise harmful activity and (b) providing You with Checks. You authorize Us to use Your Payment Processor data as described in these Terms.
5.8. If any activity conducted through Your Payment Account results in liability to Us for fees, chargebacks, refunds, reversals, or fines that We must pay to the Payment Processor or any third party, You agree to promptly reimburse Us for any such charges.
5.9. You are responsible for any fees charged by any other third party in connection with Your use of Checks. The reporting and payment of any applicable Taxes arising from Your use of Checks is Your responsibility. You agree to comply with any and all applicable Tax laws in connection with Your use of Checks. You further acknowledge and agree that Google may receive tax notices from the Payment Processor.
6. Intellectual Property
6.1. Google owns, and reserves all right, title and interest in and to Checks (including all software, documentation and associated materials), including all Intellectual Property Rights therein and thereto. You own, and reserve all right, title, and interest in and to Your App(s) and App Data.
6.2. Without limiting the above, each party will own all right, title, and interest, including, without limitation, all Intellectual Property Rights, relating to its Brand Features. Except to the limited extent expressly provided in these Terms, neither party grants, nor will the other party acquire, any right, title, or interest (including, without limitation, any implied license) in or to any Brand Features or any other Intellectual Property Rights of the other party.
7. Privacy and Information
7.2. Google will process Your App Data and Checks Analysis solely in accordance with Your instructions and solely for the purpose of providing Checks to You. You agree that Your instructions are documented in these Terms.
7.3. Google does not access, collect, or otherwise process Your App(s) users' data through Checks. Further, Google will not: (1) use Checks Data to advertise or market to You (except for advertising or marketing related to Checks); (2) sell Your Checks Data to third parties; or (3) transfer, share, or otherwise provide access to Your Checks Data to Google Play.
8. Modification and Termination
8.1. Google may, at its sole discretion, change, discontinue, or limit access to Checks or any Checks feature or functionality, including analysis and reports, for any reason at any time without liability to You.
8.2. If Google discontinues Checks or any Checks feature, where possible, Google will give You at least 30 days' prior notice via in-product messaging, email, or other means Google may designate from time to time.
8.3. Google may make changes to these Terms at any time with notice to You and the opportunity to decline further use of Checks. You should look at these Terms and check for notice of any changes regularly.
8.4. Changes will not be retroactive. They will become effective, and will be deemed accepted by You, (a) immediately for those who become customers after the notification is posted; or (b) for pre-existing customers, on the date specified in the notice, which will be no sooner than 30 days after the changes are posted (except changes required by law which will be effective immediately).
8.5. If You do not agree with the modifications to the Terms, You may terminate Your use of Checks, which will be Your sole and exclusive remedy. You agree that Your continued use of Checks constitutes Your agreement to the modifications of the Terms.
8.6. If You violate these Terms, Google may terminate Your access to Checks immediately. Additionally, to the maximum extent permitted by law, Google may terminate with Your access for any reason with 30 days prior written notice.
8.7. After termination of these Terms as they apply to You all rights and licenses granted to You will immediately terminate.
8.8. Sections 1 (Definitions), 6 (Intellectual Property), 7 (Privacy and Information), 9 (Representations and Warranties), 10 (Disclaimer of Warranties), 11 (Limitation of Liability), 12 (Indemnification), and 13 (General Legal Terms) will survive any expiration or termination of the Terms.
9. Representations and Warranties
9.1. You represent and warrant that You have sufficient Intellectual Property Rights in and to Your App(s) and App Data to allow Us to provide Checks to You.
10. DISCLAIMER OF WARRANTIES
10.1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU UNDERSTAND AND EXPRESSLY AGREE THAT YOUR USE OF CHECKS IS AT YOUR SOLE RISK AND THAT CHECKS IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND.
10.2. THE INFORMATION OBTAINED THROUGH CHECKS DOES NOT, AND IS NOT INTENDED TO, CONSTITUTE LEGAL ADVICE OR AS A SUBSTITUTE FOR RETAINING COMPETENT LEGAL COUNSEL. GOOGLE MAKES NO WARRANTY OR REPRESENTATION REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF CHECKS, REGARDING THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH CHECKS OR THAT CHECKS WILL MEET YOUR REQUIREMENTS, OR BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOU OR ANY OTHER PERSON OR ENTITY RESULTING FROM THE USE OF CHECKS OR THE CHECKS ANALYSIS. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF CHECKS REMAINS WITH YOU.
10.3. TO THE MAXIMUM EXTENT PERMITTED BY LAW, GOOGLE FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
11. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU UNDERSTAND AND EXPRESSLY AGREE THAT GOOGLE, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, INCLUDING ANY LOSS OF DATA, WHETHER OR NOT GOOGLE OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
THE TOTAL LIABILITY OF GOOGLE FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE GREATER OF $200 OR THE AMOUNT ACTUALLY PAID TO GOOGLE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING WHEN THE CLAIM FIRST ARISES. IN ALL CASES, GOOGLE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE.
To the maximum extent permitted by law, You agree to defend, indemnify, and hold harmless Google, its affiliates, and their respective directors, officers, employees and agents, and users from and against any and all third party claims, actions, suits, or proceedings, as well as any and all losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or accruing from (a) Your use of Checks in violation of these Terms; (b) infringement or violation by Your App(s) or Your Brand Features of any Intellectual Property Right or any other right of any person; (c) You or Your App(s)' or App Data's violation of any law; or (d) arising from activities conducted through Your Payment Account, whether undertaken by You or not.
13. General Legal Terms
13.1. These Terms constitute the entire legal agreement between You and Google and govern Your use of Checks and completely replace any prior agreements between You and Google in relation to Checks. If You are a Google Play developer, these Terms are separate and apart from other agreements You may have with Google, including the Google Play Developer Distribution Agreement. The English language version of these Terms will control and translations, if any, are non-binding and for reference purposes only.
13.2. You agree that if Google does not exercise or enforce any legal right or remedy contained in these Terms (or which Google has the benefit of under any applicable law), this will not be taken to be a formal waiver of Google's rights and that those rights or remedies will still be available to Google.
13.3. If any court of law having the jurisdiction to decide on this matter rules that any provision of these Terms is invalid, then that provision will be removed from these Terms without affecting the rest of these Terms. The remaining provisions of these Terms will continue to be valid and enforceable.
13.4. You acknowledge and agree that each member of the group of companies comprising Google will be a third-party beneficiary to these Terms and that such other companies will be entitled to directly enforce, and rely upon, any provision of these Terms that confers a benefit on (or rights in favor of) them. Other than this, no other person or company will be a third-party beneficiary to these Terms.
13.5. Except in the case of a change of control (for example, through a stock purchase or sale, merger, or other form of corporate transaction), the rights granted in these Terms may not be assigned or transferred by You without the prior approval of Google. Any other attempt to assign is void.
13.6. If You experience a change of control, Google may, at its discretion, elect to immediately terminate these Terms.
13.7. All claims arising out of or relating to these Terms or Your relationship with Google under these Terms will be governed by the laws of the State of California, excluding California's conflict of laws provisions. You and Google further agree to submit to the exclusive jurisdiction of the federal or state courts located within the county of Santa Clara, California to resolve any legal matter arising from or relating to these Terms or Your relationship with Google under these Terms, except that You agree that Google will be allowed to apply for injunctive relief in any jurisdiction. To the extent required under applicable law, You may have other ways to resolve disputes with Google.
13.8. Neither party will be liable for failure or delay in performance to the extent caused by war, outbreak of national hostilities, invasion or sabotage, Government sovereign acts, fire, earthquake, flood, epidemic, pandemic, acts of God or other similar events that are outside of a party's reasonable control (a "Force Majeure Event"). The party affected by a Force Majeure Event will notify the other party as soon as reasonably possible and make efforts to resume performance and/or mitigate any delay in performance of its obligations to the extent reasonably possible.
13.9. You may submit Feedback. Feedback is non-confidential and will become the sole property of Google. Google will own exclusive rights, including all intellectual property rights, in and to such Feedback and will be entitled to the unrestricted use and dissemination of this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to You.