General Terms
Entire Agreement: These Terms are the complete agreement between us and supersede all prior or contemporaneous agreements, whether written or oral. These Terms incorporate by reference any relevant Order Form. If there is a conflict between the documents that make up these Terms, the documents will control in the following order: (a) the Order Form; and (b) these Terms.
Updates: We may update these Terms at any time by posting the update on our website. We’ll give you written notice of any update that materially impacts your rights or obligations (except where the update is necessary to comply with applicable law). If you keep using Gia after an update is effective, you accept the update. If you don’t agree with an update, you can stop using Gia.
Third Party Beneficiaries: There are no intended third-party beneficiaries to these Terms.
Waiver: If we don't enforce a right under these Terms, it's not a waiver.
No Agency: We are not legal partners or agents but are independent contractors.
Assignment: You may not assign or transfer any of your rights or obligations under these Terms. We may assign these Terms to an affiliate or a successor to our business, or an entity acquired by us, without notice or your consent. These Terms will be binding upon the parties and their respective successors and permitted assigns.
Force Majeure: Except for payment obligations, neither of us will be liable for failures or delays caused by circumstances beyond our reasonable control, like governmental actions, natural disasters, or power failures.
Trade Controls: You need to comply with all applicable trade laws, including sanctions and export control laws. Gia may not be used in or for the benefit of, or exported or re-exported to (a) any U.S. embargoed country or territory or (b) any individual or entity with whom dealings are prohibited or restricted under applicable trade laws. Your Input may not include material or information that requires a government license for release or export.
Governing Law: These Terms will be governed by the laws of the state of Delaware, excluding its conflicts of law rules or principles. All claims arising out of or relating to this Agreement will be brought exclusively in the state and federal courts located in Delaware.
Severability: Unenforceable provisions will be modified to reflect the parties' intention and only to the extent necessary to make them enforceable, and the remaining provisions of these Terms will remain in full effect.
Notices: Notices must be sent via email, first class, airmail, or overnight courier and are deemed given when received. We may also send notices to the applicable Account email address and are deemed given when sent. Notices to G-P must be sent to the following addresses, with a copy to legal@g-p.com: 175 Federal Street, 17th Floor, Boston, Massachusetts 02110.