Terms of Service

These Terms of Service (“Agreement”) govern your access to and use of Raytrace's products and services (“Services”). By using our Services, you agree to these terms. If you are using the Services on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to this Agreement.

1. Definitions

• “Agreement” means these Terms of Service and any linked policies or order forms.
• “Customer Data” means any data you or your users submit through the Services.
• “Services” means the products and services provided by Raytrace under this Agreement.
• “Users” means anyone you authorize to access or use the Services on your behalf.
• “Free Services” means any Services provided by Raytrace at no charge.
• “Beta Services” means features identified as “alpha,” “beta,” “preview,” or “early access.”

2. Eligibility

You must be at least 18 years old to use the Services. By using the Services, you confirm that you meet this requirement. Organizations may accept these terms on behalf of their employees, though individual users remain responsible for their own account security and activity.

3. The Services

3.1 License

Raytrace grants you a limited, non-exclusive, non-transferable right to access and use the Services for your internal business purposes during the subscription period. You may not resell, sublicense, or use the Services to evaluate them for competitive purposes.

3.2 Software

Where Raytrace makes software available as part of the Services, you may download and install it solely to use the Services. Software may update automatically to deliver improvements and security fixes.

3.3 Ownership

All rights in and to the Services, software, and related materials belong exclusively to Raytrace and its licensors. No rights are granted beyond what is expressly stated in this Agreement.

3.4 Third-Party Products

The Services may integrate with third-party products. Raytrace is not responsible for those products and you use them at your own risk.

3.5 Free Services

Free Services are subject to usage limits and may be modified or discontinued at any time without notice.

3.6 Beta Services

Beta Services are provided without warranty, may be unstable, and can be changed or discontinued at any time without notice.

4. Customer Data

4.1 Your Ownership

You retain all rights to your Customer Data. You are solely responsible for its accuracy, legality, and appropriateness, and for ensuring it complies with applicable laws.

4.2 License to Raytrace

You grant Raytrace a non-exclusive, worldwide, royalty-free right to use your Customer Data to provide and improve the Services, address technical issues, and comply with applicable law.

For paid plans, Raytrace will not use Customer Data to train AI or machine learning models without your consent. For Free Services, you grant Raytrace permission to use Customer Data for model training.

4.3 Aggregated Data

Raytrace may create anonymized, aggregated data from Customer Data that cannot identify you or your users, and use it to improve the Services.

4.4 Security

Raytrace will use commercially reasonable measures to protect Customer Data from unauthorized access, disclosure, or loss. You are responsible for maintaining secure login credentials and preventing unauthorized access to your account.

4.5 Data Retention After Termination

Raytrace will retain your Customer Data for up to 60 days following termination or expiry of your subscription, after which it will be permanently deleted. You are responsible for exporting any data you wish to keep before your account closes.

5. Acceptable Use

5.1 Restrictions

You must not:

• Copy, modify, or create derivative works of the Services
• Resell or sublicense the Services to third parties
• Use the Services if you are a direct competitor of Raytrace for competitive evaluation purposes
• Use the Services to transmit unlawful, infringing, or harmful content
• Attempt to reverse-engineer, decompile, or hack the Services
• Scrape or data-mine the Services using automated tools
• Interfere with or disrupt the performance or security of the Services
• Remove any proprietary notices from the Services

5.2 Responsibilities

You are responsible for keeping your account credentials secure and for all activity under your account. Notify us immediately at help@raytraceai.com if you become aware of any unauthorized use.

5.3 AI Features

The Services may include AI-powered features. You are solely responsible for how you use them. All AI-generated output is provided “as is” and Raytrace makes no warranties regarding its accuracy or completeness.

6. Fees and Payment

6.1 Fees

You agree to pay the applicable fees for your chosen plan. All fees are non-refundable except as set out in our Refund Policy.

6.2 Taxes

Fees are exclusive of taxes. You are responsible for any applicable taxes, duties, or charges imposed by your local authorities.

6.3 Payment

Payment is due at the time of purchase or within thirty (30) days of invoice unless otherwise agreed. Late payments may accrue interest at 1.5% per month or the maximum rate permitted by law. We may suspend access if payment remains overdue after five (5) days' notice.

7. Warranties

7.1 Mutual Warranty

Each party represents that it has the legal authority to enter into this Agreement.

7.2 Disclaimer

THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. RAYTRACE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, UPTIME, SECURITY, AND ERROR-FREE OPERATION.

8. Confidentiality

Each party agrees to keep the other's confidential information private and not to use it outside the scope of this Agreement. Confidential information may be shared only with personnel who are bound by equivalent confidentiality obligations.

9. Term and Termination

9.1 Renewal and Cancellation

This Agreement continues until all subscriptions have expired or been terminated. Subscriptions renew automatically unless either party gives written notice of non-renewal at least thirty (30) days before the renewal date.

9.2 Termination for Breach

Either party may terminate this Agreement if the other materially breaches it and fails to cure the breach within fifteen (15) days of written notice. Raytrace may suspend your access immediately upon detecting suspected unauthorized or fraudulent activity.

9.3 Effect of Termination

On termination, all licenses granted to you end immediately. Customer Data will be retained for up to 60 days before permanent deletion.

10. Indemnity

Raytrace will defend you against third-party claims that your authorized use of the Services infringes a valid intellectual property right, and will pay damages finally awarded in connection with such claims.

You will defend Raytrace against third-party claims arising from your breach of Section 5, your Customer Data, or your use of AI-generated output.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS OR DATA LOSS. RAYTRACE'S TOTAL LIABILITY WILL NOT EXCEED THE FEES YOU PAID IN THE SIX (6) MONTHS BEFORE THE CLAIM AROSE, EXCEPT IN CASES OF INTELLECTUAL PROPERTY VIOLATION OR CONFIDENTIALITY BREACH.

12. General

12.1 Relationship

The parties are independent contractors. This Agreement does not create a partnership, joint venture, or employment relationship.

12.2 Notices

General notices may be sent by email or through the platform. Legal notices must be in writing and are effective on personal delivery or two business days after mailing.

12.3 Waiver and Severability

Failure to enforce any right is not a waiver of that right. If any provision is found unenforceable, it will be modified to the minimum extent necessary and the remaining provisions will continue in full force.

12.4 Assignment

Neither party may assign this Agreement without the other's written consent, except in connection with a merger, acquisition, or sale of all or substantially all of a party's assets.

12.5 Subcontractors

Raytrace may use subcontractors bound by confidentiality and data protection obligations no less protective than those in this Agreement.

12.6 Governing Law and Disputes

The parties will attempt to resolve any disputes through good-faith negotiation before pursuing any other remedy.

12.7 Entire Agreement

This Agreement is the entire agreement between the parties on this subject and supersedes all prior discussions and writings. Raytrace may update these terms at the start of any renewal period. Continued use of the Services constitutes acceptance of the updated terms.