01Your agreement with Arcphase
These terms govern your subscription to Arcphase’s MES, customer portal, Autoprint software, and related hosted services. “You” means the customer identified at checkout or in an accepted order. If you subscribe for an organization, you confirm that you may bind it and manage its authorized users.
Arcphase Inc. (Arcphase, we, or us) provides the service. Your accepted order identifies your plan, fees, and subscription start date. A signed order overrides these terms only where it expressly identifies a different provision. Purchase-order boilerplate does not change this agreement. A data processing agreement controls any conflict about processing personal data.
Paid access begins on the start date confirmed in your order, not merely when you join a waitlist or register an account. Roadmaps and illustrative website previews are not commitments to deliver unlisted features.
02Monthly billing and usage
All standard plans, including Enterprise, renew monthly until cancelled. Subscription fees are charged in advance in USD, excluding applicable taxes. There is no annual commitment under these terms. Your order records the recurring total and included allowances before payment.
Additional seats, technologies, storage, and metered analysis are charged at the rates disclosed when you approve them. We do not automatically upgrade your plan. Analysis overages require an approved spending limit; reaching that limit may pause further paid analysis. Unused monthly analysis allowances expire at renewal and have no cash value.
For an immediate upgrade, we show any prorated charge before you confirm it. Downgrades take effect at the next renewal and require your workspace to fit the new allowances. A downgrade does not itself authorize deletion of your files.
You authorize recurring charges to your chosen payment method and must keep billing details current. Contact us promptly about a disputed charge; we will investigate in good faith. We give at least 30 days’ email notice of a price increase, effective no earlier than the first renewal after that notice period.
03Cancel anytime
You may cancel renewal at any time before your next billing date through workspace billing or by sending a cancellation request to the support contact on your subscription receipt. A request received before renewal is effective even if we process it later. No cancellation call or explanation is required.
Your workspace remains available until the end of the paid subscription month. There is no cancellation penalty and no charge for future subscription months. Cancellation ends renewal; it does not immediately erase your data.
Partial months and unused allowances are not refunded, except where required by law or expressly provided below. Approved usage already incurred and separately agreed services remain payable. We provide a cancellation confirmation and the date access ends.
04Plans, support, and optional services
Machines are unlimited within your licensed technologies. Each internal user needs a named staff seat; seats may be reassigned when someone leaves or changes role, but shared logins cannot replace seats. Your customers’ portal accounts do not consume staff seats.
Portal access requires a plan that includes it. Customer-facing portals retain a minimal Powered by Arcphase attribution unless your Enterprise order includes its removal. Your company remains the seller to your customers.
There is no mandatory onboarding fee. Remote or onsite setup, migration, integration assistance, and training are optional services with scope, fees, expenses, and cancellation arrangements agreed before booking. Cancelling a subscription does not cancel separately booked services automatically.
Enterprise includes the isolated data environment described in its order. Dedicated application servers, a particular hosting region, custom development, guaranteed response times, and uptime service levels are included only when expressly agreed in writing.
05Accounts and acceptable use
You are responsible for your users, account permissions, devices, credentials, and the accuracy and lawfulness of information you submit. Tell us promptly about suspected unauthorized access. You must have the rights and permissions needed for customer files, personal data, drawings, and communications processed through your workspace.
Do not use the service unlawfully, send unsolicited messages, distribute malware, bypass access or billing controls, disrupt other customers, or probe security without authorization. Do not resell access or copy, reverse engineer, or redistribute our software except where applicable law permits it. Serving your own manufacturing customers through your licensed portal is permitted.
You are responsible for export restrictions and industry requirements applicable to your work. Do not submit controlled technical data or data requiring a specific security certification or residency arrangement unless we have expressly agreed to support those requirements.
06Manufacturing decisions and automated outputs
Arcphase supplies software, not manufacturing, engineering approval, or product certification. You remain responsible for designs, material selection, machine settings, pricing rules, taxes, production, inspection, delivery, and the products you sell.
DFM analysis identifies potential issues within the capabilities of the supported analysis; it does not find every defect or guarantee manufacturability, safety, compliance, or fitness for an end use. Validate critical results and use qualified engineering judgment before manufacture.
You must establish appropriate review and approval controls for quotes, AI-written messages, drawings, travellers, certificates of conformity, and other generated records. A generated certificate records your supplied information; it does not independently certify a product. AI outputs may contain mistakes. Autoprint and notifications do not guarantee a physical print, delivery, or that someone has acted on a document.
You set your own customer terms, returns, warranties, and privacy disclosures. Arcphase is not a party to manufacturing orders between you and your customers and does not assume your obligations to them.
07Your data and ownership
You retain ownership of your uploaded files, customer records, and other workspace data, including confidential information entrusted to you by your customers. You grant us a limited right to process that data only as reasonably necessary to deliver, secure, maintain, and support your service, follow your instructions, and comply with law. Service providers acting for us are subject to the confidentiality obligations below.
We will not sell your workspace data, use it for advertising, or publish or license it to other customers. We will not use your confidential information to manufacture parts, solicit your customers, or train shared or general-purpose AI models, and will not authorize our service providers to do so. Any additional use requires your separate, express permission; accepting these terms is not that permission.
Processing your information to produce analysis, previews, documents, or AI responses for your workspace is part of delivering your service. Those outputs remain protected to the extent they contain or reveal your confidential information. Feedback, support requests, and service telemetry do not remove confidentiality protection from information they contain.
We will use reasonable technical and organizational safeguards and notify you without undue delay after becoming aware of unauthorized access to, use, or disclosure of your confidential information in our care. We will take reasonable steps to contain and remedy the incident and provide available information and updates to help you assess its impact. No system is entirely secure. You remain responsible for your access settings and records required by your business or law.
Personal-data processing roles, subprocessors, international transfers, and assistance with individual rights are addressed in the applicable privacy notice and data processing agreement. These terms do not replace those documents. We will not use your name or logo as a customer endorsement without permission.
08Confidentiality built into every plan
This agreement includes mutual confidentiality obligations for every plan, trial, and evaluation accepted under these terms. You do not need a separate nondisclosure agreement to receive these protections. Our standard service is provided under these confidentiality terms rather than a separately negotiated customer NDA.
Confidential information includes non-public CAD models, technical drawings, specifications, prototypes, analysis results, manufacturing methods and settings, material and supplier information, pricing, quotes, orders, customer records, business plans, credentials, and other information that is identified as confidential or should reasonably be understood to be confidential. Your non-public workspace data is protected without a confidentiality label. Information may be disclosed orally, visually, electronically, or in writing, including during demonstrations, evaluations, onboarding, and support.
These obligations begin when these terms are accepted, whether or not a paid subscription starts. They also cover information either party previously disclosed to the other to evaluate Arcphase; this does not retroactively make conduct before acceptance a breach. Signing up for a trial does not reduce the protection given to your information.
Each party will use the other’s confidential information only to evaluate, provide, receive, or support the agreed services or as the disclosing party expressly authorizes. Each will protect it with at least reasonable care and no less care than it applies to its own similar confidential information. Neither party may exploit that information for another purpose or disclose it except as permitted by this agreement.
Access is limited to personnel, professional advisers, and service providers who need the information for those purposes and are subject to written confidentiality obligations or professional duties at least as protective of that information. Each party is responsible for their compliance with this section. Arcphase remains responsible for service providers processing information on its behalf; outsourcing does not remove these obligations. Common ownership or affiliation alone gives another company no right to access or use your information.
You may direct disclosure through permissions, shared links, communications, and integrations you enable. We disclose only the information reasonably needed for those instructions. Providers you independently contract with, such as your accounting or shipping provider, handle information you direct to them under your agreement with them; this does not excuse Arcphase’s own obligations or those of providers acting on our behalf.
The receiving party must be able to demonstrate that any claimed exception applies: the information was already lawfully known without a confidentiality duty; became public without a breach of duty; was lawfully received from someone entitled to disclose it without restriction; or was independently developed without using the confidential information. A collection of information does not lose protection merely because individual elements are public.
If disclosure is legally required, the receiving party will, where lawful, give prompt advance notice, reasonably assist efforts to seek protection, and disclose only what is legally required. Where advance notice is prohibited, it will notify the disclosing party when legally permitted. Legally required disclosure does not otherwise end confidentiality protection.
These obligations continue after a trial ends, cancellation, or termination for as long as the information remains confidential under this section. Trade secrets remain protected for as long as they qualify as trade secrets under applicable law. Retained exports, backups, and legally retained copies remain subject to the same restrictions; retention does not authorize new uses. Return and deletion follow the data export provisions below.
Either party may seek appropriate court orders to prevent or stop unauthorized use or disclosure, subject to applicable law. The agreement’s liability provisions continue to apply to monetary claims; this section does not create unlimited liability.
09Leaving and exporting your data
You may export available records and download files while your subscription is active. For 30 days after access ends, you may request a standard export of your retained workspace records and uploaded files at no additional charge. This export window does not extend live production or customer portal access. Custom conversions or migration work require a separate agreement.
After that window we may delete active workspace data. Residual backup copies are removed through the backup lifecycle within 90 days after the export window ends, unless retention is required by law or to resolve a dispute. Such retained data remains protected and is not used to operate an active workspace. Billing and legal records may be retained as required.
We will fulfill a timely export request before deleting the requested data. Software, internal service telemetry, and other customers’ information are not part of your export. Legal restrictions may limit what we can release.
10Integrations and third-party services
Integrations may require your own provider account, credentials, and acceptance of the provider’s terms. Provider subscriptions, shipping charges, and payment-processing fees are separate from Arcphase fees unless expressly included.
You authorize the transfers needed for integrations and AI features you enable. Third-party availability and API changes can affect those features. We are responsible for our integration code, but do not control a provider’s service or guarantee its continued availability.
11Service availability and changes
We will provide the paid service with reasonable care and skill and work to correct reported material defects. Maintenance, updates, internet failures, and third-party interruptions may affect access. We give reasonable notice of planned maintenance where practicable; uninterrupted or error-free operation is not guaranteed.
We may improve or modify the service. We give at least 30 days’ notice before materially reducing a paid plan’s core functionality. If an unresolved material defect substantially prevents your use, notify us and allow 30 days to remedy it. If we cannot do so, you may terminate and receive a refund of prepaid fees for the unused period.
Except for the express commitments here and rights that cannot legally be excluded, we disclaim other warranties, including implied merchantability, fitness for a particular purpose, and non-infringement. Preview or beta features may change or be withdrawn and should not be relied on for critical operations.
12Suspension and termination
For overdue payment or a remediable material breach, we give written notice and at least 14 days to resolve it before suspending access or terminating. We may act immediately where reasonably necessary to address unlawful activity, a serious security threat, or a legal requirement, and will explain the action where lawful.
We limit suspension to what is reasonably necessary and restore access when the cause is resolved. We may end the service for convenience with at least 30 days’ notice and refund any prepaid subscription fees for the period we do not provide. You do not owe future subscription months following termination.
Accrued payment obligations and provisions intended to survive, including confidentiality, ownership, liability, and dispute provisions, continue after termination. The export provisions continue subject to lawful security and access restrictions.
13Liability and third-party claims
To the extent permitted by law, neither party is liable for indirect, consequential, special, or punitive damages, or lost profits, revenue, anticipated savings, or production opportunities arising from this agreement.
Each party’s aggregate liability arising from this agreement is limited to the fees paid or payable for the service during the 12 months immediately before the event giving rise to the claim. This cap does not excuse your payment of fees properly due.
These exclusions and limits do not apply to fraud, deliberate misconduct, or liability that applicable law does not allow to be limited or excluded. They apply regardless of the legal basis of the claim. Mandatory statutory rights remain unaffected.
You will defend Arcphase against third-party claims arising from your data infringing their rights, your unlawful use of the service, or products you manufacture or sell, and pay resulting final damages and reasonable defense costs, subject to the liability cap above. This obligation does not cover claims caused by Arcphase’s breach, negligence, or misconduct. We must notify you promptly, allow you to control the defense with suitable counsel, and reasonably cooperate. No settlement may admit our fault or impose a non-monetary obligation on us without our consent.
14General terms and notices
Arcphase retains its software, designs, documentation, and intellectual property. During your subscription we grant you a non-exclusive right to use the service and bundled Autoprint software for your permitted business activities. Ownership of your data does not transfer to us.
We send billing, service, and legal notices to your account administrator’s email. You may send notices to the contact identified in your accepted order or subscription receipt. Keep these contact details current.
Material changes to these terms require at least 30 days’ email notice and apply prospectively, no earlier than your next renewal after that period. You may cancel before they apply. Changes required by law or to address urgent security risks may take effect sooner with notice explaining why.
Neither party is responsible for delay caused by events outside its reasonable control, except amounts already owed; the affected party must take reasonable steps to reduce the impact. Neither party may assign this agreement without consent, except to a successor in a merger or sale of substantially all relevant assets that assumes its obligations.
These terms and your accepted order form the agreement for the service. Failure to enforce a provision is not a waiver. If a provision is unenforceable, the remaining provisions continue. Neither party acts as the other’s agent or partner.