BRY3D Terms of Service

These Terms of Service (the “Terms”) are a binding agreement between the person or entity accepting these Terms (“Customer,” “you,” or “your”) and the legal entity identified in Section 34 (“BRY3D,” “we,” “us,” or “our”). These Terms govern access to and use of BRY3D’s websites, hosted dashboard, customer relationship management tools, 3D visualization and configuration tools, quoting, invoicing, communications, portals, electronic-signature functions, analytics, automations, application programming interfaces, artificial intelligence features, documentation, software, and related services (collectively, the “Services”).

If you use the Services on behalf of a company or other organization, you represent that you have authority to bind that organization, and “Customer,” “you,” and “your” refer to that organization. If you do not have that authority or do not agree to these Terms, do not access or use the Services.

An order form, online checkout page, statement of work, data processing addendum, business associate agreement, service-specific terms, or other written agreement executed by BRY3D and Customer may supplement these Terms. If there is a conflict, the order of precedence is: the executed order form or written agreement; the data processing addendum for personal-data matters; service-specific terms; and these Terms.

1. Definitions

“Account” means an account used to access the Services.

“Affiliate” means an entity controlling, controlled by, or under common control with a party.

“Authorized User” means an employee, contractor, agent, or other individual Customer permits to use the Services.

“Customer Content” means data, files, text, communications, contact and lead information, images, videos, audio, 3D models, designs, drawings, pricing, product configurations, code, prompts, instructions, Outputs selected or adopted by Customer, and other material submitted to, stored in, transmitted through, or made available to the Services by or for Customer.

“Documentation” means BRY3D’s then-current user documentation.

“EU Customer” means a Customer established in the European Union or European Economic Area, or a Customer whose use of the Services is otherwise subject to a mandatory provision of European Union law addressed in these Terms.

“EU Data Act” means Regulation (EU) 2023/2854 on harmonised rules on fair access to and use of data, as amended or replaced.

“EU Data Protection Law” means Regulation (EU) 2016/679 (the “GDPR”), the ePrivacy Directive 2002/58/EC, and applicable national laws implementing or supplementing them, in each case as amended or replaced.

“Exportable Data” means input and output data, including relevant metadata, directly or indirectly generated or co-generated by Customer’s use of the Services that is reasonably available to BRY3D and portable under applicable law, excluding data or digital assets protected by BRY3D’s or a third party’s intellectual-property rights or constituting trade secrets, except to the extent applicable law requires otherwise.

“Output” means content generated or returned by an artificial intelligence or automated feature.

“Personal Data,” “Controller,” “Processor,” “Data Subject,” “Personal Data Breach,” and “Subprocessor” have the meanings given under applicable data-protection law.

“Subscription Term” means the period during which Customer is authorized to use paid Services.

“Third-Party Service” means a product, service, model, platform, application, website, network, or system not controlled by BRY3D.

2. Eligibility and Business Use

You must be at least eighteen years old and legally capable of entering into a binding contract. The Services are intended solely for business and professional use and are not directed to consumers or children. By creating an Account, purchasing a subscription, or accepting these Terms, you represent that you acquire and use the Services primarily for purposes relating to your trade, business, craft, or profession and not for personal, family, or household purposes. You may not permit a person under eighteen to use the Services. You may not use the Services if you are barred from doing so under applicable law or are located in a country or territory subject to comprehensive sanctions imposed by the United States or another applicable authority.

3. Accounts and Authorized Users

Customer must provide accurate, current, and complete registration and billing information and keep it updated. Customer is responsible for selecting its Authorized Users, assigning appropriate permissions, maintaining the confidentiality of credentials, using multi-factor authentication when available, and all activity occurring through its Accounts, whether or not authorized by Customer.

Accounts and credentials may not be shared except through functionality expressly designed for that purpose. Customer will promptly notify BRY3D at admin@bry3d.com of suspected unauthorized access, credential compromise, or security incidents involving the Services. BRY3D may require credential resets, suspend access, or take other reasonable protective measures. BRY3D is not liable for loss caused by Customer’s failure to secure its Accounts or systems.

If Customer’s Account is administered by an organization, its administrators may access, export, restrict, modify, or delete Customer Content and Account settings; manage Authorized Users; review activity; and terminate access. Customer is responsible for notifying Authorized Users of that administrative control.

4. Access Rights and Restrictions

Subject to these Terms and payment of applicable fees, BRY3D grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the Subscription Term to access and use the Services for Customer’s internal business purposes in accordance with the Documentation and purchased plan. This right may be suspended or terminated only as provided in these Terms or an applicable order form.

Customer will not, and will not permit any person to:

1. copy, modify, translate, adapt, sell, lease, sublicense, distribute, pledge, or commercially exploit the Services except as expressly permitted;
2. reverse engineer, decompile, disassemble, decode, discover source code or non-public APIs, or circumvent technical limitations, except to the limited extent a prohibition is unenforceable under applicable law;
3. scrape, crawl, harvest, index, or use automated means to access the Services except through authorized APIs;
4. use the Services or their output to build, train, fine-tune, benchmark, or improve a competing product, model, or service, or publish benchmark results without BRY3D’s written consent;
5. bypass usage limits, access controls, security measures, rate limits, or subscription restrictions;
6. probe, scan, test, or exploit vulnerabilities without prior written authorization;
7. introduce malware, destructive code, denial-of-service activity, or an unreasonable or disproportionately large load;
8. remove or obscure proprietary notices;
9. impersonate another person, misrepresent affiliation, or access another customer’s data;
10. use the Services in violation of law, regulation, court order, third-party rights, or these Terms; or
11. assist or encourage any prohibited conduct.

5. Customer Responsibilities

Customer is solely responsible for its business, products, services, Customer Content, Authorized Users, customer and prospect relationships, and use of the Services. Customer must obtain all notices, consents, permissions, licenses, and lawful bases required to collect, upload, process, communicate, record, analyze, and share Customer Content.

Customer is responsible for the accuracy of product data, dimensions, pricing, taxes, discounts, quotes, invoices, payment instructions, contracts, signatures, leads, contact information, and communications generated, configured, or transmitted using the Services. Customer must independently verify all material before relying on it or providing it to another person.

Customer is the sender of communications initiated through its Account and is responsible for message content, recipient selection, suppression lists, consent records, opt-out mechanisms, calling and messaging hours, and compliance with marketing, telemarketing, anti-spam, privacy, and consumer-protection laws. BRY3D does not provide legal, tax, accounting, engineering, architectural, safety, financial, employment, or other professional advice.

6. Customer Content

As between the parties, Customer retains all ownership rights in Customer Content. No ownership transfers to BRY3D under these Terms.

Customer grants BRY3D and its Affiliates, personnel, and subprocessors a worldwide, non-exclusive, royalty-free license to host, copy, transmit, display, format, modify, create technical derivatives of, and otherwise process Customer Content solely to provide, secure, support, maintain, troubleshoot, and improve the Services; prevent fraud or abuse; comply with law; and exercise BRY3D’s rights under these Terms. This license is limited to what is reasonably necessary for those purposes and continues only while Customer Content is retained in accordance with these Terms and applicable law.

Customer represents and warrants that it owns Customer Content or has all rights necessary to provide it and grant the foregoing license; Customer Content and its use through the Services do not infringe, misappropriate, or violate intellectual-property, privacy, publicity, confidentiality, contractual, consumer, or other rights; and Customer Content does not violate law or these Terms.

BRY3D does not endorse Customer Content and is not responsible for it. BRY3D may, but has no obligation to, review, block, remove, quarantine, or restrict Customer Content when it reasonably believes the content violates these Terms, creates risk, or may expose BRY3D or another person to liability. BRY3D may use automated tools for security, abuse prevention, and content classification.

7. Sensitive and Regulated Data

Unless an executed written agreement expressly authorizes it, Customer will not submit:

1. protected health information governed by HIPAA or similar laws;
2. payment-card data other than through BRY3D’s designated payment interfaces;
3. government identification numbers, financial-account credentials, or authentication secrets;
4. biometric identifiers, precise geolocation, genetic data, or data revealing highly sensitive personal traits;
5. classified information, export-controlled technical data, or information subject to special governmental handling requirements;
6. data concerning children; or
7. data whose processing would subject BRY3D to sector-specific obligations not expressly accepted in writing.

Customer assumes all risk arising from prohibited data and will reimburse BRY3D for reasonable costs caused by its submission. The Services are not a system of record for emergency, life-safety, or legally mandated archival purposes.

8. Artificial Intelligence and Automated Features

The Services may include artificial intelligence, machine-learning, predictive, generative, summarization, classification, recommendation, automation, or decision-support features (“AI Features”). AI Features may use models and infrastructure supplied by Third-Party Services. Customer authorizes BRY3D to transmit prompts, Customer Content, and related context to those providers as necessary to provide the selected AI Feature, subject to BRY3D’s Privacy Policy and any applicable data processing addendum.

AI Features are probabilistic and may produce inaccurate, incomplete, offensive, outdated, biased, unsafe, or misleading Output. Output may omit material facts or appear plausible when incorrect. BRY3D does not warrant the accuracy, uniqueness, legality, non-infringement, explainability, availability, or fitness of any Output. Customer must use qualified human review before relying on Output, communicating it externally, or using it to take action.

Customer is responsible for prompts, instructions, use cases, review, selection, modification, disclosure, and use of Output. Customer will not represent that Output is human-generated when disclosure is required by law, contract, or professional standard. Customer will not use AI Features as the sole basis for decisions producing legal or similarly significant effects concerning a person, including decisions about employment, housing, credit, insurance, education, healthcare, legal services, essential services, or law enforcement.

Customer will not use AI Features to generate or facilitate fraud, impersonation, deceptive synthetic media, unlawful surveillance, discrimination, harassment, exploitation, weapons, malware, credential theft, evasion of safeguards, or infringement of rights. Customer will not submit confidential information it lacks authority to disclose.

Outputs may not be unique, and other users may receive similar or identical material. Rights in Output, including copyright, may be limited or unavailable under applicable law. To the extent BRY3D has any right in Output generated specifically for Customer, BRY3D assigns that right to Customer upon payment of all applicable fees, excluding BRY3D technology, templates, models, prompts, methods, and pre-existing materials.

BRY3D will not use Customer Content to train a general-purpose generative model for use across customers unless Customer expressly opts in or the parties agree in writing. BRY3D may use de-identified and aggregated telemetry that does not identify Customer or any individual to measure and improve reliability, safety, performance, and user experience.

AI Features may change, be limited, or be discontinued due to legal, safety, technical, or provider requirements. Customer is responsible for determining whether its use complies with laws governing artificial intelligence, automated decision-making, transparency, intellectual property, privacy, employment, consumer protection, and regulated industries.

European Union AI Requirements

Where Regulation (EU) 2024/1689 (the “EU AI Act”) applies, each party will comply with the obligations applicable to its role in the AI value chain and from the dates those obligations become applicable. BRY3D provides AI Features as general-purpose business tools. Unless an executed order form expressly states otherwise, the AI Features are not designed, tested, or authorized for a prohibited practice under the EU AI Act or as a high-risk AI system or safety component of a high-risk AI system.

Customer will not use, materially modify, rebrand, integrate, or deploy an AI Feature in a manner that causes the AI Feature or resulting system to become prohibited or high-risk under the EU AI Act without BRY3D’s prior written approval and an agreement allocating the resulting compliance obligations. Customer is responsible for its deployment context, intended purpose, instructions to Authorized Users, qualified human oversight, accuracy review, recordkeeping, risk controls, and any fundamental-rights or data-protection impact assessment required for Customer’s use.

Customer will ensure an appropriate level of AI literacy among personnel and other persons operating AI Features on its behalf. Customer will provide natural persons with notices that they are interacting with an AI system when required, make disclosures concerning artificially generated or manipulated content when required, and will not remove or circumvent machine-readable markings or transparency mechanisms applied by BRY3D or a Third-Party Service.

BRY3D may provide instructions, technical information, transparency notices, machine-readable markings, usage restrictions, or other materials reasonably necessary for compliance; request information about Customer’s intended use; and restrict or disable an AI Feature where BRY3D reasonably believes the use is unlawful, prohibited, high-risk, or inconsistent with the Documentation. Nothing in these Terms changes a party’s legal classification or statutory responsibility under the EU AI Act.

9. 3D Models, Designs, Measurements, and Visualizations

3D models, renderings, configurators, previews, measurements, and visualizations are illustrative tools. Screen display, color, texture, lighting, scale, perspective, device characteristics, compression, and source-file quality may affect appearance. They are not architectural, engineering, manufacturing, safety, surveying, or construction documents and are not guaranteed to be dimensionally exact or suitable for fabrication, installation, permitting, or code compliance.

Customer must independently validate models, measurements, tolerances, materials, prices, load requirements, site conditions, and specifications before manufacture, purchase, construction, installation, or sale. BRY3D is not responsible for errors in source files, configurations, customer inputs, product data, or decisions based on visualizations.

10. Quotes, Invoices, Electronic Signatures, and Payments

Customer is the issuer and merchant of record for its quotes, proposals, invoices, contracts, and payment requests unless an order form expressly states otherwise. BRY3D is not a party to agreements between Customer and its customers and does not guarantee acceptance, payment, enforceability, tax treatment, or collection.

Electronic-signature features facilitate workflows but do not constitute legal advice or guarantee that a signature or record is valid, attributable, admissible, or enforceable in a particular jurisdiction. Customer must determine applicable disclosure, consent, identity-verification, retention, and execution requirements and maintain independent copies of legally significant records.

Payments may be processed by Stripe or another Third-Party Service. Payment processing is subject to that provider’s terms. BRY3D does not store complete payment-card numbers and is not responsible for payment-provider acts, chargebacks, reserves, delays, or service interruptions.

11. Third-Party Services and Integrations

Customer may connect Third-Party Services, including email, messaging, analytics, storage, automation, payment, calendar, and cloud platforms. Customer directs BRY3D to exchange Customer Content with connected Third-Party Services and is responsible for the connection, permissions, lawful use, and third-party terms.

Third-Party Services are not controlled by BRY3D. BRY3D does not warrant or support them unless expressly stated and is not responsible for their security, availability, data handling, modifications, suspension, or termination. A Third-Party Service may access, modify, or delete Customer Content according to permissions Customer grants. Disconnection may not remove data previously received by that provider.

12. APIs, Embeds, and Developer Tools

API keys, embed secrets, tokens, and credentials are Confidential Information and must be protected. Customer is responsible for applications, domains, code, and systems using them. Customer will follow Documentation, rate limits, origin restrictions, security requirements, and applicable developer terms. BRY3D may throttle or suspend access that threatens security, stability, or other customers.

Customer must provide legally sufficient notices on websites and applications embedding the Services and must not mislead end users about who operates a viewer, form, configurator, or portal. Customer is responsible for its end users and for configuring access controls and allowed domains.

13. Acceptable Use

Customer will not use the Services to create, upload, store, transmit, or facilitate material that:

1. is unlawful, fraudulent, deceptive, defamatory, obscene, exploitative, threatening, or harassing;
2. promotes violence, terrorism, self-harm, trafficking, or exploitation of minors;
3. infringes intellectual-property, privacy, publicity, confidentiality, or contractual rights;
4. contains malware, phishing, spam, unsolicited communications, or deceptive links;
5. unlawfully discriminates or facilitates decisions based on protected characteristics;
6. collects or exposes personal data without authority or adequate notice;
7. violates sanctions, export controls, anti-bribery, anti-corruption, or trade laws;
8. compromises the security or integrity of any system; or
9. is intended for a life-critical system or activity where failure could cause death, personal injury, or severe environmental or property damage.

BRY3D may investigate suspected violations and cooperate with lawful requests. Customer will reasonably assist an investigation. Enforcement may include warnings, content removal, throttling, suspension, or termination.

14. Intellectual Property

BRY3D and its licensors own the Services, Documentation, software, interfaces, designs, workflows, databases, models, algorithms, trademarks, logos, and all related intellectual-property rights, excluding Customer Content. No right is granted except as expressly stated.

If Customer provides feedback, ideas, suggestions, or recommendations, Customer grants BRY3D a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable right to use them without restriction or obligation. Feedback will not be treated as Confidential Information.

15. Copyright Complaints

BRY3D respects intellectual-property rights. A copyright owner or authorized agent may send a notice of claimed infringement to the contact in Section 34. A notice should identify the copyrighted work, identify and locate the allegedly infringing material, provide contact information, include a good-faith statement that the use is unauthorized, include a statement under penalty of perjury that the notice is accurate and the sender is authorized, and include a physical or electronic signature.

BRY3D may remove or disable access to material and notify the affected Customer. A counter-notice should identify the removed material and its prior location, include a statement under penalty of perjury that removal resulted from mistake or misidentification, provide the sender’s contact information and consent to jurisdiction as required by applicable law, and include a signature. BRY3D may terminate repeat infringers in appropriate circumstances.

Designation of an agent with the United States Copyright Office and publication of complete agent contact information are operational requirements separate from these Terms.

16. Confidentiality

Each party may receive non-public information that is identified as confidential or reasonably should be understood as confidential (“Confidential Information”). The receiving party will use the disclosing party’s Confidential Information only to perform or exercise rights under the agreement, protect it using at least reasonable care, and disclose it only to personnel and contractors who need to know and are bound by confidentiality duties.

Confidential Information excludes information that the receiving party can document was lawfully known without restriction, becomes public without breach, is received lawfully from a third party without duty, or is independently developed without use of the information. A required disclosure is permitted if the receiving party, where legally allowed, gives prompt notice and reasonable assistance. Customer Content is Customer’s Confidential Information. BRY3D’s non-public technology, security materials, pricing, and product plans are BRY3D’s Confidential Information.

17. Privacy and Data Protection

BRY3D’s Privacy Policy describes how BRY3D processes personal information in its capacity as an independent Controller. When BRY3D processes Personal Data on Customer’s behalf, Customer is the Controller or business and BRY3D is the Processor or service provider, except where applicable law requires otherwise. Customer will provide required notices, establish lawful bases, obtain required consents, honor opt-outs, respond to rights requests, and issue lawful documented instructions. Customer will not instruct BRY3D to process Personal Data unlawfully.

The Services may process data in the United States and other countries where BRY3D or its Subprocessors operate. Customer authorizes those transfers subject to legally required safeguards. Customer is responsible for determining whether the Services meet its localization and sector-specific requirements.

EU Data Processing Terms

When EU Data Protection Law applies and BRY3D processes Personal Data on behalf of Customer, this subsection constitutes a data processing agreement under Article 28 of the GDPR unless the parties execute a separate data processing addendum, in which case the separate addendum controls for Personal Data matters.

The subject matter of processing is the provision, operation, security, support, maintenance, and improvement of the Services selected by Customer. Processing continues for the Subscription Term and any limited retention period permitted by these Terms or required by law. The nature and purpose of processing may include collection, recording, organization, storage, retrieval, consultation, use, transmission, hosting, display, analysis, restriction, deletion, and other processing necessary to provide the Services on Customer’s documented instructions. Categories of Personal Data may include identity and business contact information, Account and authentication information, customer and prospect records, communications, transaction and billing information, usage and device data, uploaded files and media, prompts, and other Personal Data contained in Customer Content. Categories of Data Subjects may include Customer’s Authorized Users, personnel, contractors, customers, prospects, suppliers, business contacts, and other individuals whose Personal Data Customer submits to the Services.

BRY3D will:

1. process Personal Data only on Customer’s documented instructions, including these Terms, Customer’s configuration and use of the Services, and applicable order forms, unless Union or Member State law requires otherwise; where legally permitted, BRY3D will inform Customer before processing required by law;
2. ensure that persons authorized to process Personal Data are subject to appropriate confidentiality obligations;
3. implement and maintain reasonable technical and organizational measures appropriate to the risk, taking into account the state of the art, implementation costs, and the nature, scope, context, and purposes of processing;
4. provide Customer with general written authorization for the use of Subprocessors, impose materially equivalent data-protection obligations on them, and remain responsible for their performance to the extent required by applicable law;
5. provide reasonable advance notice through the Services, email, or an online Subprocessor list before adding or replacing a Subprocessor that will process Customer Personal Data, allowing Customer to object on reasonable data-protection grounds; the parties will work in good faith toward a reasonable resolution, which may include a commercially reasonable alternative or termination of the affected Service;
6. taking into account the nature of processing, reasonably assist Customer with Data Subject requests and Customer’s obligations concerning security, Personal Data Breach notifications, data-protection impact assessments, and prior consultation with a supervisory authority;
7. notify Customer without undue delay after becoming aware of a confirmed Personal Data Breach involving Customer Personal Data and provide information reasonably available to BRY3D to assist Customer’s compliance, without the notice being an admission of fault or liability;
8. at Customer’s choice and subject to applicable law, return or delete Personal Data after the Services end, except for copies retained in backups, security records, legal holds, or as required by law, which will remain protected and isolated from ordinary use;
9. make available information reasonably necessary to demonstrate compliance with this subsection and permit reasonable audits by Customer or an independent auditor bound by confidentiality, no more than once annually unless a regulator, confirmed Personal Data Breach, or documented material concern reasonably requires more frequent review; audits will be conducted with reasonable notice, during normal business hours, without accessing another customer’s information or unreasonably disrupting the Services, and Customer will bear its costs unless the audit identifies a material breach by BRY3D; and
10. promptly inform Customer if, in BRY3D’s opinion, an instruction violates EU Data Protection Law, and may suspend the affected processing until the parties resolve the issue.

Customer authorizes BRY3D to transfer Personal Data outside the European Economic Area only through a lawful transfer mechanism. Where required and no applicable adequacy decision is available, the parties will execute or incorporate the European Commission’s then-current standard contractual clauses and any required supplementary measures. BRY3D will not represent that it relies on a certification, adequacy framework, or data-privacy framework unless BRY3D is validly eligible and certified under that mechanism.

Where Article 27 of the GDPR requires BRY3D to appoint a representative in the European Union, BRY3D will designate the representative in writing and publish the representative’s contact information in its Privacy Policy or other readily accessible legal notice.

18. Security

BRY3D will maintain reasonable administrative, technical, and physical safeguards appropriate to the nature of the Services and the risk presented by the processing. Those safeguards may include, as appropriate, access controls, authentication controls, encryption in transit, logging, vulnerability management, backup and recovery measures, personnel confidentiality obligations, incident-response procedures, and vendor-risk controls. No system is completely secure, and BRY3D does not guarantee that unauthorized access, loss, or incidents will never occur.

Customer is responsible for its devices, networks, endpoints, backups, access settings, exports, integrations, Authorized Users, and security configuration. Customer will promptly notify BRY3D of any suspected compromise involving the Services and reasonably cooperate in mitigation and investigation.

19. Service Changes, Availability, and Beta Features

BRY3D may modify the Services and add, change, or remove features. BRY3D will not materially reduce the core functionality of paid Services during a current Subscription Term except to address security, legal, third-party dependency, or technical requirements.

Maintenance, emergencies, internet conditions, Third-Party Services, and events outside BRY3D’s control may affect availability. Any service-level commitment applies only if stated in an executed agreement.

Preview, alpha, beta, early-access, experimental, and free features are provided for evaluation, may be confidential, may be changed or discontinued without notice, and may not be suitable for production. They are provided “AS IS” without support, service levels, indemnity, or warranty to the maximum extent permitted by law.

20. Fees, Taxes, and Billing

Customer will pay all fees in the currency and on the schedule presented at purchase or stated in an order form. Fees are based on purchased subscriptions and commitments, not actual use, and payment obligations are non-cancelable and non-refundable except as expressly stated or required by law.

Subscriptions automatically renew for successive periods equal to the expiring term unless either party gives cancellation notice through the designated Account controls or as stated in the order form before renewal. BRY3D may change renewal pricing by giving reasonable advance notice.

Customer authorizes BRY3D and its payment processor to charge the designated payment method for fees, taxes, and approved overages. Customer must keep billing information current. Overdue undisputed amounts may accrue interest at the lesser of 1.5% per month or the maximum lawful rate, plus reasonable collection costs. BRY3D may suspend paid features after notice for nonpayment.

Fees exclude taxes. Customer is responsible for sales, use, value-added, withholding, and similar taxes, excluding taxes on BRY3D’s net income. If withholding is required, Customer will gross up payment where lawful and provide documentation.

21. Trials, Promotions, and Free Services

Trials, promotions, and free Services may be limited or discontinued at any time. BRY3D may delete associated Customer Content after the trial or free period. Customer must export needed content before expiration. Unless prohibited by law, BRY3D has no liability arising from modification or termination of free Services.

22. Suspension

BRY3D may suspend access immediately if it reasonably believes: Customer breached these Terms; use presents a security threat or could harm BRY3D, the Services, or another person; suspension is required by law or a provider; fees are overdue; or, to the extent permitted by applicable bankruptcy and insolvency law, Customer or its business becomes subject to insolvency proceedings. BRY3D will use reasonable efforts to limit suspension to affected access and restore access after the condition is resolved. Suspension does not relieve payment obligations.

23. Term and Termination

These Terms begin when Customer affirmatively accepts them, executes an order form or other agreement incorporating them, or otherwise enters into a binding agreement referencing them, and continue until all Subscription Terms and authorized use end. Either party may terminate for material breach if the breach is not cured within thirty days after written notice, or ten days for nonpayment. Either party may terminate immediately if the other party ceases business or, to the extent permitted by applicable bankruptcy and insolvency law, enters insolvency proceedings not dismissed within sixty days.

BRY3D may terminate free Services or these Terms for convenience on reasonable notice. Customer may stop using the Services at any time, but termination does not create a refund right.

24. Effect of Termination, Data Export, and EU Service Switching

General Export and Deletion

Upon termination, Customer’s access ends and all unpaid amounts become due. Customer must stop using the Services and delete BRY3D Confidential Information in its possession.

During the Subscription Term, Customer may export Customer Content using available functionality. Unless an order form or Documentation provides a longer period, a paid Customer may request retrieval of reasonably available Customer Content for thirty calendar days after termination. Thereafter, BRY3D may delete Customer Content from active systems, subject to backups, legal holds, fraud-prevention records, security records, and legally required retention. Customer is responsible for timely exports and independent backups.

Sections that by their nature should survive will survive, including ownership, fees, confidentiality, disclaimers, limitations, indemnity, dispute terms, and miscellaneous provisions.

EU Data Act Switching Rights

The following provisions apply to an EU Customer to the extent Chapter VI of the EU Data Act applies to the Services. If there is a conflict between this subsection and another provision of these Terms, this subsection controls to the minimum extent required by the EU Data Act.

Switching request and choices. Customer may submit a switching request through available Account controls or by written notice to admin@bry3d.com. Customer may request to: (a) switch to a data-processing service offered by another provider, in which case Customer must provide the information reasonably necessary to identify and facilitate transfer to that provider; (b) transfer Exportable Data and applicable digital assets to Customer’s on-premises information and communications technology infrastructure; or (c) erase Exportable Data and applicable digital assets at termination. The maximum notice period for initiation of the switching process is thirty calendar days after BRY3D receives a sufficiently complete request.

Transition period. After the notice period, BRY3D will complete the switching process without undue delay and ordinarily within a maximum transition period of thirty calendar days. During that period, the contract remains in effect, applicable subscription fees continue, and BRY3D will provide reasonable assistance to Customer and its authorized third parties, exercise due care to maintain business continuity, continue contracted functions and services, identify known continuity risks, and maintain an appropriate level of security for data in transfer and retrieval.

If completion within thirty calendar days is technically unfeasible, BRY3D will notify Customer within fourteen working days after the switching request, explain the technical reason, and identify an alternative transition period not exceeding seven months. Customer may extend the transition period once for a period Customer considers more appropriate for its purposes, subject to continued payment of the standard service fees applicable during the extension and reasonable coordination necessary to preserve security and service integrity.

Termination following switching. The affected contract or Service will be considered terminated, and BRY3D will notify Customer, upon successful completion of the switching process. If Customer elects erasure without switching, termination occurs at the end of the applicable notice period, unless the parties agree otherwise in writing.

Categories of portable data and digital assets. To the extent stored by the Services and reasonably available to BRY3D, portable categories include:

1. Account profile information, Authorized User lists, roles, permissions, and Customer-configured settings;
2. contacts, leads, customers, prospects, suppliers, notes, tags, custom fields, tasks, activities, and pipeline records;
3. communications, message content, communication history, consent and opt-out records, and related Customer-facing logs;
4. quotes, proposals, invoices, payment-status information, product records, pricing, taxes, discounts, contracts, signature records, and audit information available to BRY3D, excluding complete payment-card data;
5. files, text, images, videos, audio, 3D models, designs, drawings, product configurations, Customer-created templates, and related metadata;
6. prompts, instructions, Customer-selected or adopted Outputs, automations, workflows, reports, analytics created for Customer, and Customer-configured integration settings, excluding authentication secrets; and
7. other Customer Content and Exportable Data required to be portable under applicable law.

BRY3D will make Exportable Data available in commonly used, machine-readable formats and through interfaces supported by the Documentation or BRY3D’s online portability register. Interfaces required by applicable law for switching or portability will be made available to affected customers and destination providers on equal terms and without switching-specific interface charges. BRY3D does not guarantee that a destination provider will reproduce identical functionality, configuration, appearance, or results.

Excluded internal categories. Unless applicable law requires otherwise, export does not include BRY3D source code, object code, algorithms, models, model weights, system prompts, proprietary templates, security architecture, vulnerability information, anti-abuse signals, internal risk scores, internal operational logs, internal system metadata, de-identified or aggregated telemetry, data that cannot reasonably be attributed to Customer, Third-Party Service materials BRY3D lacks the right to transfer, or information whose disclosure would create a material risk to security, another customer, or BRY3D’s or a third party’s intellectual property or trade secrets. BRY3D will not apply an exclusion in a manner that improperly impedes or delays switching.

Retrieval and erasure. After the transition period, BRY3D will keep the transferred or otherwise retrievable Exportable Data available for at least thirty calendar days unless Customer and BRY3D agree to a later date. After that retrieval period and successful completion of switching, BRY3D will fully erase Exportable Data and applicable digital assets generated directly by or relating directly to Customer, including copies in backups, except to the limited extent retention is strictly required by law. Any legally required retained copy will be isolated from ordinary use, protected, and erased when the legal retention requirement ends. Data that has been irreversibly aggregated or de-identified so that it no longer relates to Customer or any individual is not Customer Exportable Data.

Charges. Until January 11, 2027, BRY3D may impose only reduced switching charges that do not exceed costs directly incurred for the requested switching process and that were clearly disclosed before the contract was entered into. Beginning January 12, 2027, BRY3D will not impose switching charges for the switching process. Standard subscription fees during the notice, transition, or Customer-requested extension periods, and any lawfully disclosed early-termination charges unrelated to the switching process, remain payable.

Portability and infrastructure information. Information concerning available switching procedures, methods, formats, known restrictions, technical limitations, export data structures, relevant standards and interoperability specifications will be maintained at https://bry3d.com/legal/data-portability. Information concerning the jurisdictions governing the information and communications technology infrastructure used for individual Services, and a general description of measures used to address unlawful international governmental access to non-personal data held in the European Union, will be maintained at https://bry3d.com/legal/infrastructure. Customer acknowledges that those pages may be updated to reflect changes in the Services, Subprocessors, infrastructure, standards, and applicable law.

25. Warranties

Each party warrants that it has authority to enter into these Terms. BRY3D warrants that paid Services will perform materially in accordance with the Documentation under normal authorized use. Customer’s exclusive remedy and BRY3D’s entire liability for breach of this warranty is for BRY3D to use commercially reasonable efforts to correct the nonconformity or, if BRY3D cannot do so, terminate the affected Service and refund prepaid fees covering the unused remainder of the affected Subscription Term. The warranty does not apply to misuse, unauthorized modification, Third-Party Services, Customer Content, beta features, or causes outside BRY3D’s reasonable control.

26. Disclaimer

EXCEPT FOR THE EXPRESS WARRANTY IN SECTION 25, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, DOCUMENTATION, OUTPUTS, AND ALL RELATED MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” BRY3D AND ITS LICENSORS DISCLAIM ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, AVAILABILITY, SECURITY, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

BRY3D DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF HARMFUL COMPONENTS; THAT DATA WILL BE ACCURATE OR PRESERVED; THAT DEFECTS WILL BE CORRECTED; OR THAT OUTPUTS, 3D VISUALIZATIONS, QUOTES, CALCULATIONS, ANALYTICS, AUTOMATIONS, COMMUNICATIONS, SIGNATURES, OR RECOMMENDATIONS WILL BE ACCURATE, COMPLETE, LAWFUL, OR SUITABLE FOR CUSTOMER’S PURPOSES. CUSTOMER ASSUMES ALL RISK FROM RELIANCE ON THEM.

Some jurisdictions do not allow certain disclaimers. Those disclaimers apply only to the extent permitted by law.

27. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY NOR ITS AFFILIATES, LICENSORS, OR SUPPLIERS WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, COVER, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS, OPPORTUNITY, OR ANTICIPATED SAVINGS; BUSINESS INTERRUPTION; OR LOSS, CORRUPTION, OR RECOVERY OF DATA, EVEN IF ADVISED OF THE POSSIBILITY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES OR AGREEMENT WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO BRY3D FOR THE AFFECTED SERVICES DURING THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. FOR FREE SERVICES, BRY3D’S AGGREGATE LIABILITY WILL NOT EXCEED ONE HUNDRED UNITED STATES DOLLARS.

The exclusions and cap do not apply to Customer’s payment obligations; Customer’s breach of Sections 4, 6, 7, 8, 12, 13, or 14; either party’s fraud, willful misconduct, or liability that cannot lawfully be limited; or indemnification obligations to the extent an executed agreement expressly states otherwise. The limitations apply regardless of the theory of liability and even if a remedy fails of its essential purpose.

28. Indemnification

Customer will defend, indemnify, and hold harmless BRY3D, its Affiliates, and their officers, directors, employees, contractors, licensors, and agents from claims, actions, investigations, damages, judgments, settlements, penalties, fines, liabilities, costs, and reasonable attorneys’ fees arising from or related to: Customer Content; Customer’s products, services, business, websites, embeds, communications, or end-user relationships; Customer’s or an Authorized User’s breach of these Terms; infringement or violation of rights by Customer Content, prompts, or Customer’s use of Output; Customer’s violation of law; prohibited or regulated data; or disputes between Customer and its customers, personnel, or users.

BRY3D will promptly notify Customer of an indemnified claim, permit Customer to control the defense and settlement, and provide reasonable cooperation at Customer’s expense. Customer may not settle a claim in a manner admitting fault by, imposing obligations on, or failing to unconditionally release a protected BRY3D party without written consent.

Any BRY3D intellectual-property indemnity applies only if stated in an executed order form or enterprise agreement.

29. Export Controls and Sanctions

Customer will comply with United States and other applicable export-control, import, and sanctions laws. Customer represents that it and its Authorized Users are not prohibited parties and will not use the Services for prohibited end uses or in prohibited territories. Customer will not upload controlled technical data without written authorization from BRY3D.

30. Anti-Corruption

Neither party will offer, promise, authorize, or provide anything of value to obtain an improper advantage in connection with the Services. Customer represents that it has not received or been offered an unlawful payment or inducement from BRY3D personnel.

31. Publicity

BRY3D may identify Customer by name and logo in customer lists only with Customer’s prior consent, which may be provided in an order form or Account setting. Either party may revoke prospective use by written notice. Neither party may imply endorsement or partnership.

32. Governing Law and Disputes

These Terms and any dispute arising out of or relating to the Services or the agreement are governed by the laws of the State of Missouri, United States, without regard to conflict-of-laws rules that would apply another jurisdiction’s law. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Except for a claim that may properly be brought in small-claims court and except where applicable law requires otherwise, each party irrevocably submits to the exclusive jurisdiction and venue of the state courts located in Cass County, Missouri, and the United States District Court for the Western District of Missouri. Each party waives any objection based on personal jurisdiction, venue, or inconvenient forum.

Before filing a proceeding, a party will provide written notice describing the dispute, relevant facts, and requested relief, and the parties will attempt in good faith for thirty days to resolve it. This requirement does not prevent either party from seeking urgent injunctive or equitable relief to protect security, Confidential Information, intellectual-property rights, or prevent imminent harm; filing to preserve a limitations period; or pursuing collection of undisputed overdue amounts.

Nothing in these Terms deprives an EU Customer of a non-waivable right or remedy under applicable European Union or Member State law. If a mandatory law requires a different governing law, forum, procedure, or remedy, that mandatory requirement controls only to the extent it cannot lawfully be waived or varied by contract.

33. Changes to These Terms

BRY3D may update these Terms. BRY3D will post the updated version and revise the Last Updated date. For material changes that adversely affect existing paid Customers, BRY3D will provide reasonable advance notice through the Services, email, or another appropriate channel. Changes apply prospectively on the stated effective date. If Customer objects, its exclusive remedy is to stop using the affected Services and cancel before the change takes effect. Continued use after the effective date constitutes acceptance to the extent permitted by law.

34. Notices and Contact Information

Routine operational notices may be given through the Services or to the Account email address. Formal notices concerning breach, indemnification, termination for cause, or a dispute under Section 32 must be in writing.

Formal notices to BRY3D must be addressed to BRY3D LLC, Attn: Legal, 117 S Lexington St Ste 100, Harrisonville, MO 64701, USA, with a courtesy copy to admin@bry3d.com, and delivered by personal delivery, nationally recognized overnight courier, or certified or registered United States mail with postage prepaid and return receipt requested. Formal notices to Customer must be sent to the address stated in the applicable order form or Account and may also be copied to the Account email address.

A formal notice is effective: (a) when delivered personally; (b) one business day after deposit with a nationally recognized overnight courier; (c) three business days after deposit in certified or registered United States mail; or (d) when delivery is refused. Email alone is sufficient only where these Terms expressly permit email notice or the receiving party acknowledges receipt.

Nothing in this Section alters legal requirements for service of summons, subpoenas, or other judicial process. Service of process on BRY3D must be made on BRY3D’s registered agent then on file with the Missouri Secretary of State or by another method authorized by applicable law.

Contracting Entity: BRY3D LLC, a Missouri limited liability company

Contractual Notice Address: 117 S Lexington St Ste 100, Harrisonville, MO 64701, USA. This designation is solely for contractual notices under these Terms. It does not identify BRY3D’s principal office and does not alter the separate service-of-process provision above.

General and Legal Email: admin@bry3d.com

Copyright Notices: Copyright notices may be sent to the address and email above, marked “Copyright.” If BRY3D designates and registers a Digital Millennium Copyright Act agent, the current agent information will be published in BRY3D’s Copyright Policy and the United States Copyright Office directory.

35. Miscellaneous

Neither party may assign these Terms without the other party’s prior written consent, except that either party may assign them in connection with a merger, reorganization, change of control, or sale of substantially all relevant assets, provided the assignee is not a direct competitor of the other party and can perform the obligations. Any prohibited assignment is void.

BRY3D may use Affiliates and subcontractors to perform the Services and remains responsible for its obligations to the extent stated in these Terms. The parties are independent contractors. These Terms do not create a partnership, franchise, fiduciary, agency, employment, or joint-venture relationship. No third party is a beneficiary.

Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, epidemics, war, terrorism, civil unrest, labor disputes, utility or internet failures, governmental action, cyberattacks, or failures of suppliers, except that this provision does not excuse payment obligations.

If any provision is held invalid or unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions remain effective. Failure to enforce a provision is not a waiver. Waivers must be written and signed by an authorized representative. Headings are for convenience only. “Including” means “including without limitation.” Electronic acceptance and signatures have the same effect as originals.

These Terms and incorporated agreements are the entire agreement concerning the Services and supersede prior or contemporaneous proposals, statements, and agreements on that subject. Purchase-order terms do not modify the agreement and are rejected. A translated version may be provided for convenience; unless prohibited by law, the English version controls in the event of conflict.