Terms of Service

These Terms of Service ("Terms", "Agreement") constitute a legally binding agreement between Buildynx Ltd. ("Company", "we", "us", or "our") and you ("User", "you", or "your") governing your access to and use of the Buildynx software-as-a-service platform, website, APIs, documentation, and related services (collectively, the "Services").

Business vs. Individual Users

If you are using the Services on behalf of a company, organization, or other legal entity ("Business"), you represent and warrant that:

• You have full legal authority to bind that Business to these Terms
• You are authorized to act on behalf of the Business regarding data processing instructions
• The Business accepts responsibility for all acts and omissions of its users

References to "you" or "User" shall include both individual users and Business entities where context permits.

Eligibility Requirements

To use the Services, you must:

• Be at least 18 years of age (or the age of majority in your jurisdiction)
• Have the legal capacity to enter into binding contracts
• Not be prohibited from accessing the Services under applicable laws (including UK, EU, or UAE sanctions lists)
• Provide accurate, current, and complete registration information

Account Security

You are responsible for:

• Maintaining the confidentiality of your login credentials
• All activities that occur under your account, whether authorized by you or not
• Immediately notifying us at security@buildynx.com of any unauthorized access or security breach

We reserve the right to disable any user account, at any time, if in our opinion you have failed to comply with any provision of these Terms.

Multi-Jurisdictional Compliance

Service Plans & Pricing

Buildynx offers tiered subscription plans detailed at /pricing. By selecting a plan and providing payment information, you authorize us to charge the applicable fees to your designated payment method:

• Billing Cycle: Fees are billed in advance on a monthly or annual basis, as selected
• Price Changes: We may update pricing with at least 30 days' notice; changes apply to renewal cycles only
• Taxes: Fees exclude applicable VAT, GST, or other sales taxes, which you are responsible for paying

Payment & Refunds

Jurisdiction	Refund Policy	Legal Basis
UK & EU Consumers	14-day right of withdrawal from first purchase (excluding customized/used services)	Consumer Contracts Regulations 2013 / EU Consumer Rights Directive
Business Users (All)	No refunds for partial billing periods; pro-rated credits may be issued at our discretion	Commercial contract principles
UAE Users	Refunds subject to UAE Consumer Protection Law; contact support for assessment	Federal Law No. 15 of 2020

Payment Failures & Suspension

If payment fails, we will notify you and provide a grace period (typically 7-14 days). Continued non-payment may result in:

1. Temporary suspension of Services with data retention for 30 days
2. Termination of your subscription after 30 days of non-payment
3. Collection efforts for outstanding amounts, including reasonable administrative fees

You agree not to use the Services to:

🚫 Prohibited Activities

• Violate any applicable law, regulation, or third-party rights (including intellectual property, privacy, or data protection laws)
• Upload, transmit, or process content that is unlawful, defamatory, obscene, fraudulent, or promotes harm or discrimination
• Attempt to reverse engineer, decompile, or extract source code from the Services (except where permitted by law)
• Use automated systems (bots, scrapers) to access the Services without prior written consent
• Interfere with or disrupt the integrity or performance of the Services or third-party data contained therein
• Impersonate any person or entity or misrepresent your affiliation with any person or entity
• Use the Services to develop competing products or services

🤖 AI-Specific Use Restrictions

When using AI-powered features, you additionally agree not to:

• Generate content intended to deceive, defraud, or cause harm to individuals or organizations
• Create deepfakes, disinformation, or content that infringes publicity or personality rights
• Process sensitive personal data (health, biometrics, political opinions) without explicit lawful basis and user consent
• Use AI outputs for high-risk decisions (credit, employment, legal rights) without meaningful human review
• Attempt to extract training data, model weights, or proprietary algorithms through prompt engineering or other means

Enforcement

We reserve the right to investigate and take appropriate action against violations of this Acceptable Use Policy, including immediate suspension or termination of your account, reporting to law enforcement, and pursuing civil remedies.

How AI Features Work

• Your Input: Prompts, documents, or data you submit to AI features ("Input") are processed to generate responses ("Output")
• Training Data: By default, your Input and Output are not used to train our foundational AI models. If you opt into our "Model Improvement Program" via Settings, anonymized and aggregated interaction data may be used to enhance model performance. You may opt out anytime.
• Third-Party Models: Some features may leverage external AI providers. All such providers are bound by Data Processing Agreements and security requirements equivalent to these Terms.

Your Responsibilities with AI

• ✅ Verify AI outputs for accuracy, especially for legal, medical, financial, or safety-critical applications
• ✅ Ensure your Input does not violate third-party rights or applicable laws
• ✅ Disclose AI-assisted content where required by law, platform policies, or ethical guidelines
• ✅ Implement human oversight for any automated decisions affecting individuals' rights

AI-Specific Limitations of Liability

To the maximum extent permitted by applicable law:

• We disclaim all warranties regarding AI output accuracy, reliability, or suitability
• We are not liable for decisions or actions you take based on AI-generated content
• You indemnify us against claims arising from your misuse of AI features or unlawful Input

Note: This disclaimer does not limit liability for death, personal injury, fraud, or other matters where exclusion is prohibited by UK, EU, or UAE law.

Our Intellectual Property

Buildynx and its licensors exclusively own all right, title, and interest in and to:

• The Services, including software, architecture, APIs, and user interfaces
• Buildynx trademarks, logos, brand elements, and trade names
• Documentation, tutorials, and other content provided by Buildynx
• Proprietary algorithms, models, and AI training methodologies

These Terms grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services strictly in accordance with this Agreement. No other rights are granted.

Your Intellectual Property

You retain all rights to content you create independently ("Your Content"). However, by using AI features:

• Input: You grant Buildynx a worldwide, royalty-free license to process your Input solely to provide the Services and improve functionality (subject to your privacy settings)
• Output: Subject to Section 5 (AI Terms), we assign to you all right, title, and interest in AI-generated Output created through your use of the Services, provided such Output does not infringe third-party rights. You are responsible for ensuring Output use complies with applicable law.

Feedback

If you provide suggestions, feature requests, or feedback ("Feedback"), you grant Buildynx a perpetual, irrevocable, royalty-free license to use, implement, and commercialize such Feedback without obligation or compensation to you.

Content Standards

You represent and warrant that any content you upload, submit, or process via the Services ("User Content"):

• Is owned by you or properly licensed/authorized for use
• Does not violate intellectual property, privacy, publicity, or confidentiality rights of any third party
• Complies with all applicable laws in your jurisdiction and the jurisdictions where Buildynx operates
• Does not contain malware, viruses, or malicious code

Data Processing Roles (GDPR/PDPL)

For purposes of data protection laws:

Scenario	Your Role	Buildynx Role
You process personal data of your customers/employees via Buildynx	Data Controller (UK/EU) / Data Controller (UAE)	Data Processor
Buildynx processes your account/contact data	Data Subject	Data Controller
AI model improvement (if opted-in)	Data Subject (for your data)	Joint Controller (limited scope)

A separate Data Processing Agreement (DPA) incorporating GDPR Article 28 and UAE PDPL requirements is available upon request for Business customers processing personal data.

Content Removal

We may remove or disable access to User Content at any time, without notice, if we reasonably believe it violates these Terms, infringes third-party rights, or poses legal/security risks. We will notify you where practicable and provide an appeal process per our Trust Center policies.

Buildynx is committed to protecting your data and complying with applicable privacy laws. Key commitments include:

Security Measures

• 🔐 Encryption: AES-256 for data at rest; TLS 1.3+ for data in transit
• 🛡️ Access Controls: Role-based permissions, MFA, audit logging
• 🔍 Monitoring: 24/7 security operations, intrusion detection, regular penetration testing
• 📋 Certifications: SOC 2 Type II, ISO 27001 (in progress); detailed controls at /trust-center

Compliance Frameworks

Data Breach Notification

In the event of a personal data breach affecting your data, we will:

1. Notify relevant supervisory authorities within statutory timeframes (72 hours under GDPR; as required under PDPL)
2. Notify affected users without undue delay where the breach poses high risk to rights and freedoms
3. Provide details of the breach, mitigating actions, and recommended user steps

Full details of our data practices are in our Privacy Policy, which is incorporated into these Terms by reference.

Service Availability

We strive to provide highly available Services. Our published Service Level Agreement (SLA) at /sla defines:

• Uptime Commitment: 99.9% monthly uptime for paid plans (excluding scheduled maintenance)
• Maintenance Windows: Scheduled maintenance communicated ≥72 hours in advance; emergency maintenance as needed
• Service Credits: Eligible customers may receive account credits for SLA failures per the published policy

Support & Response Times

Plan	Support Channel	Initial Response Time
Free Tier	Community Forum, Documentation	Best effort
Professional	Email Support	≤ 1 business day
Enterprise	Dedicated Slack/Email + Phone	≤ 4 hours (P1), ≤ 1 business day (P2)

Modifications & Discontinuation

We may update, modify, or discontinue features of the Services at any time. Material changes that reduce core functionality will be communicated with ≥30 days' notice. If we discontinue a paid feature you rely on, we will offer comparable alternatives or pro-rated refunds where required by law.

Termination by You

You may cancel your subscription anytime via Settings → Billing. Upon cancellation:

• Access continues through the end of your pre-paid billing period
• You may export your data via our self-service tools for 30 days post-termination
• After 30 days, User Content may be securely deleted per our retention policy

Termination by Buildynx

We may suspend or terminate your access to the Services immediately, without notice or liability, if:

• You materially breach these Terms and fail to cure within 14 days of notice (where curable)
• Your use poses security risks, legal liability, or harm to other users or Buildynx
• Required by law, regulation, or order of a competent authority
• We discontinue the Services in your jurisdiction

Effects of Termination

Upon termination:

1. All licenses granted to you under these Terms immediately cease
2. You must cease all use of the Services and delete any downloaded software
3. Sections that by their nature should survive (IP, disclaimers, liability, governing law) shall remain in effect
4. Accrued payment obligations survive termination

Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• Exclusion of Consequential Damages: IN NO EVENT SHALL BUILDYNX OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES
• Cap on Direct Damages: OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE AMOUNT YOU PAID TO BUILDYNX IN THE 12 MONTHS PRECEDING THE CLAIM, OR £100 / €100 / AED 350 (WHICHEVER IS HIGHEST), WHICHEVER IS GREATER

Carve-Outs (Non-Excludable Liability)

NOTWITHSTANDING THE ABOVE, NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY FOR:

• Death or personal injury caused by our negligence
• Fraud or fraudulent misrepresentation
• Any liability that cannot be excluded or limited under UK, EU, or UAE mandatory law

These limitations apply regardless of the legal theory (contract, tort, strict liability, etc.) and even if Buildynx has been advised of the possibility of such damages.

You agree to defend, indemnify, and hold harmless Buildynx, its affiliates, officers, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your breach of these Terms or violation of applicable law
• Your User Content, including Input submitted to AI features
• Your use of the Services, including AI-generated Output
• Your negligence or willful misconduct

We will provide reasonable notice of any indemnifiable claim and cooperate in the defense, provided you retain control of the defense and settlement (not admitting liability on our behalf without consent).

We may revise these Terms periodically to reflect changes in our Services, legal requirements, or business practices.

Notice of Changes

• Material Changes: For changes that materially affect your rights (e.g., pricing, liability, dispute resolution), we will provide ≥30 days' notice via email and/or in-app notification
• Minor Updates: Clarifications, typo corrections, or non-material updates may take effect immediately upon posting
• Continued Use: Your continued use of the Services after the effective date of revised Terms constitutes acceptance of the changes

Right to Reject Changes

If you do not agree to material changes, you may terminate your account before the changes take effect. For EU/UK consumers, statutory rights to withdraw from contract modifications may apply.

The "Last Updated" date at the top of this page indicates when these Terms were last revised. Historical versions are available upon request.

Governing Law

These Terms and any dispute arising out of or in connection with them shall be governed by:

• For UK Users: The laws of England and Wales
• For EU Users: The laws of Ireland (without regard to conflict of laws principles)
• For UAE Users: The laws of the UAE (federal law), with DIFC/ADGM law applying if both parties are registered in those free zones

Mandatory consumer protection laws of your country of residence shall apply where they provide greater protection than these Terms.

Dispute Resolution Process

We encourage resolving disputes informally first. If unresolved, the following process applies:

1. Step 1 – Direct Resolution: Contact our Legal Team at legal@buildynx.com with a detailed description of the dispute
2. Step 2 – Mediation: If unresolved after 30 days, parties agree to non-binding mediation via a mutually agreed provider
3. Step 3 – Formal Proceedings: If mediation fails, disputes shall be resolved exclusively in:
   • UK: Courts of England and Wales
   • EU: Courts of Ireland or your local consumer court (for consumers)
   • UAE: Courts of Dubai (or DIFC/ADGM Courts if applicable)

Class Action Waiver

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE WILL BE CONDUCTED ON AN INDIVIDUAL BASIS ONLY, AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN CLASS, COLLECTIVE, OR REPRESENTATIVE ACTIONS. This waiver does not apply to consumers in jurisdictions where such waivers are unenforceable (e.g., EU/UK consumer law).

Entire Agreement

These Terms, together with our Privacy Policy, DPA (if executed), and any written agreements between us, constitute the entire agreement between you and Buildynx regarding the Services and supersede all prior discussions or agreements.

Severability

If any provision of these Terms is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect, and the invalid provision shall be replaced by a valid provision that most closely reflects the original intent.

Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision unless expressly acknowledged in writing.

Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. Buildynx may assign these Terms in connection with a merger, acquisition, or sale of assets, provided the assignee agrees to be bound by these Terms.

Force Majeure

Neither party shall be liable for delays or failures in performance resulting from causes beyond reasonable control, including acts of God, war, terrorism, pandemics, government actions, or major infrastructure failures.

Notices

All notices to Buildynx shall be sent to:

Buildynx Ltd.
Attn: Legal Department
[Registered Address]
Email: legal@buildynx.com

Notices to you will be sent to your registered email address or via in-app notification.

Third-Party Beneficiaries

These Terms are for the sole benefit of the parties and their permitted successors. No third party shall have any right to enforce any provision of these Terms, except that Buildynx's affiliates are intended third-party beneficiaries of Sections 6 (IP), 11 (Liability), and 12 (Indemnification).

Language

These Terms are written in English. If translated versions are provided for convenience, the English version shall control in the event of any conflict.