End User License Agreement

1. Definitions

• “Service” means the BriefBop platform, including all web applications, APIs, AI-powered features, cloud functions, mobile interfaces, documentation, and any associated software, whether accessed via browser, API, or any other means.
• “AI Output” means any content, analysis, recommendations, scores, reports, text, images, or other materials generated by the Service's artificial intelligence features in response to your input.
• “User Content” means any data, files, images, documents, brand assets, creative briefs, text, or other materials that you upload, submit, or transmit to the Service.
• “Platform Technology” means all BriefBop software, algorithms, AI models, model orchestration systems, prompt engineering methodologies, workflows, user interfaces, APIs, documentation, trade secrets, know-how, and any derivative works thereof.
• “Organization” means a team workspace created within the Service, including all associated members, data, and configuration.
• “Subscription Plan” means the specific tier of service, usage limits, and features you have selected and paid for.

2. License Grant

2.1 Limited License

Subject to your compliance with this Agreement and payment of all applicable fees, BriefBop grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service solely for your internal business purposes in accordance with your Subscription Plan and the documentation provided by BriefBop.

2.2 Scope

This license permits you to: (a) access and use the Service through supported web browsers and interfaces; (b) create, manage, and collaborate within Organization workspaces; (c) upload User Content for processing by the Service; (d) receive and use AI Output for your business purposes, subject to the limitations in this Agreement; and (e) generate and export reports and assets created through the Service.

2.3 Authorized Users

You may permit employees and authorized contractors within your Organization to access the Service under your account, provided that: (a) each user has their own account credentials; (b) you are responsible for all activity conducted by your authorized users; and (c) the total number of users does not exceed the limits of your Subscription Plan. You may not share, sell, rent, or transfer login credentials to any unauthorized person.

3. License Restrictions

You shall not, and shall not permit any third party to:

• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithms, model weights, prompt templates, orchestration logic, or any component of the Platform Technology.
• Copy, reproduce, modify, adapt, or create derivative works of the Service or any part thereof, including but not limited to screen scraping, UI cloning, or workflow replication.
• Build, train, or develop any competing product or service using knowledge, insights, outputs, methodologies, or data obtained from or through the Service, whether directly or indirectly.
• Use automated tools (bots, scrapers, crawlers, automated scripts, or similar means) to access, interact with, or extract data from the Service without BriefBop's prior written consent.
• Sublicense, resell, distribute, lease, rent, or otherwise commercially exploit the Service, AI Output, or access thereto to any third party, including by operating the Service as a bureau service, white-label offering, or managed service.
• Circumvent, disable, or interfere with any security, authentication, rate-limiting, usage-tracking, or access control mechanisms of the Service.
• Use the Service to generate content that is illegal, fraudulent, defamatory, obscene, threatening, discriminatory, or that violates any third-party rights, including intellectual property rights.
• Use AI Output to train, fine-tune, or improve any machine learning model, artificial intelligence system, or competing product, whether operated by you or a third party.
• Exceed or attempt to exceed the usage limits, API rate limits, or storage quotas associated with your Subscription Plan through any means, including creating multiple accounts.
• Remove, alter, or obscure any copyright, trademark, or proprietary notices contained in the Service.
• Use the Service to generate misleading or deceptive advertising content that violates applicable FTC guidelines, advertising standards, or industry-specific regulations.
• Introduce malicious code, including viruses, worms, Trojan horses, ransomware, or any other harmful software, into the Service.

4. AI Services & Output

4.1 Nature of AI Services

The Service utilizes multiple artificial intelligence models from third-party providers (including but not limited to Anthropic, OpenAI, and Google) to provide creative proofing, content generation, brand analysis, and other features. The selection of models, prompts, orchestration strategies, and processing methodologies are proprietary to BriefBop and constitute Platform Technology.

4.2 No Warranty on AI Output

AI OUTPUT IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. BriefBop does not warrant that AI Output will be accurate, complete, original, non-infringing, free from bias, or suitable for any particular purpose. AI Output should not be relied upon as legal, regulatory, financial, medical, or professional advice. You are solely responsible for all decisions made based on AI Output.

4.3 AI Output Ownership

Subject to this Agreement, you may use AI Output generated from your User Content for your legitimate business purposes. However, you acknowledge that: (a) similar or identical AI Output may be generated for other users providing similar input; (b) BriefBop retains all rights to the Platform Technology used to generate AI Output; (c) you may not claim exclusive ownership of AI Output in a manner that restricts BriefBop's ability to provide similar output to other users; and (d) the legal status of AI-generated content under copyright law remains evolving, and BriefBop makes no representations regarding the copyrightability or protectability of AI Output.

4.4 Your Responsibility for AI Output

You are solely responsible for: (a) reviewing all AI Output before use; (b) ensuring AI Output complies with all applicable laws, regulations, advertising standards, and industry requirements; (c) verifying that AI Output does not infringe any third-party intellectual property rights; (d) obtaining any necessary approvals or clearances before publishing AI Output; and (e) any consequences arising from your use of AI Output, including in commercial advertising and marketing materials.

4.5 AI Model Changes

BriefBop reserves the right to change, upgrade, replace, or discontinue the AI models, providers, and processing methodologies used by the Service at any time and without notice. Such changes may affect the quality, style, or characteristics of AI Output. BriefBop shall have no liability for any changes to AI Output resulting from model updates.

5. User Content & Data

5.1 Ownership

You retain all ownership rights in your User Content. BriefBop does not claim ownership of any User Content you upload to the Service.

5.2 License to BriefBop

By uploading User Content, you grant BriefBop a limited, non-exclusive, worldwide, royalty-free license to use, process, transmit, store, and display your User Content solely for the purposes of: (a) providing and operating the Service; (b) processing your User Content through AI models to generate AI Output; (c) improving the Service, including analyzing aggregate usage patterns (in de-identified form); and (d) complying with applicable laws. This license terminates when you delete your User Content or your account, except as required for backup and legal compliance purposes.

5.3 Your Representations

You represent and warrant that: (a) you have all necessary rights, licenses, and permissions to upload your User Content; (b) your User Content does not infringe any third-party intellectual property rights, privacy rights, or publicity rights; (c) your User Content does not contain any malicious code; and (d) your use of the Service complies with all applicable laws and regulations.

5.4 AI Training Disclosure

BriefBop does not use your User Content to train, fine-tune, or improve our proprietary AI models without your explicit written consent. However, User Content may be transmitted to third-party AI providers (Anthropic, OpenAI, Google) for real-time processing. You acknowledge that these providers' data handling practices are governed by their respective terms and privacy policies, which are outside BriefBop's control.

6. Confidentiality & Data Security

6.1 BriefBop's Confidential Information

You agree to maintain the confidentiality of all non-public information about the Service, including but not limited to: pricing structures, beta features, internal processes, AI model configurations, prompt engineering techniques, API specifications not publicly documented, and any information designated as confidential. This obligation survives termination of this Agreement for a period of five (5) years.

6.2 Security Measures

BriefBop implements commercially reasonable security measures to protect User Content and account data. However, no system is completely secure, and BriefBop cannot guarantee absolute security. You are responsible for maintaining the security of your account credentials, API keys, and access tokens. You must immediately notify BriefBop at security@briefbop.com upon discovering any security breach or unauthorized access.

6.3 Data Processing

Your use of the Service is also governed by our Privacy Policy and GDPR Compliance documentation. If you process personal data of EU/EEA residents through the Service, a separate Data Processing Agreement may be required.

7. Intellectual Property

7.1 BriefBop IP

BriefBop and its licensors own all rights, title, and interest in and to the Platform Technology, including all patents, copyrights, trademarks, trade secrets, and other intellectual property rights. This includes, without limitation: the Service's source code, object code, architecture, design, user interface, AI orchestration systems, multi-model routing logic, prompt engineering methodologies, brand analysis algorithms, proofing workflows, and all documentation. Your license to use the Service does not constitute a sale of any portion of the Platform Technology.

7.2 Feedback

If you provide any feedback, suggestions, ideas, enhancement requests, or other recommendations regarding the Service (“Feedback”), you hereby irrevocably assign to BriefBop all right, title, and interest in such Feedback. BriefBop may use, incorporate, and commercialize Feedback without any obligation, compensation, or attribution to you.

7.3 Aggregate Data

BriefBop may collect, compile, and use de-identified, aggregate data derived from your use of the Service (“Aggregate Data”) for any lawful business purpose, including analytics, benchmarking, product improvement, and marketing. Aggregate Data will not identify you or your Organization.

8. Warranties & Disclaimers

Without limiting the foregoing, BriefBop does not warrant that:

• The Service will be uninterrupted, error-free, or free of viruses or other harmful components.
• AI Output will be accurate, complete, original, non-infringing, or suitable for your intended purpose.
• The Service will meet your specific requirements or expectations.
• Any errors in the Service will be corrected in any particular timeframe.
• Third-party AI models and services integrated into the Service will remain available or perform consistently.
• Proofing scores, compliance analysis, or brand assessments generated by the Service are definitive or should be relied upon without independent professional review.

9. Limitation of Liability

BRIEFBOP'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE LESSER OF: (A) THE AMOUNTS ACTUALLY PAID BY YOU TO BRIEFBOP IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100.00).

The limitations in this section apply regardless of whether any remedy fails of its essential purpose and shall survive termination of this Agreement. Some jurisdictions do not allow the exclusion or limitation of certain damages; in such cases, our liability shall be limited to the maximum extent permitted by law.

10. Indemnification

You agree to indemnify, defend, and hold harmless BriefBop and its affiliates, officers, directors, employees, agents, successors, and assigns (collectively, “BriefBop Parties”) from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or related to:

• Your use of the Service or AI Output.
• Your User Content, including any claims that it infringes third-party rights.
• Your breach of this Agreement.
• Your violation of any applicable law, regulation, or third-party right.
• Your publication, distribution, or commercial use of AI Output.
• Any advertising, marketing, or creative materials you produce using the Service.
• Claims by your employees, contractors, clients, or end users related to your use of the Service.
• Regulatory actions, fines, or penalties resulting from your use of AI Output in regulated industries.

BriefBop will promptly notify you of any such claim, cooperate with your defense at your expense, and not settle any claim without your consent (not to be unreasonably withheld). BriefBop reserves the right to assume exclusive defense of any claim at its own expense.

11. Usage Monitoring & Enforcement

BriefBop reserves the right to monitor your use of the Service for compliance with this Agreement. This includes tracking API usage, token consumption, storage utilization, feature access patterns, and other metrics. BriefBop may, at its sole discretion and without prior notice:

• Throttle, suspend, or terminate access for excessive or abusive use.
• Investigate suspected violations of this Agreement.
• Remove or disable access to any User Content that violates this Agreement.
• Report illegal activity to appropriate law enforcement authorities.
• Cooperate with law enforcement investigations to the extent required by law.

12. Third-Party Services

The Service integrates with third-party AI providers, cloud infrastructure, payment processors, and other services. These integrations are subject to the respective third parties' own terms, policies, and availability. BriefBop is not responsible for any acts, omissions, outages, or changes by third-party providers. Your use of third-party services through BriefBop is at your own risk.

BriefBop reserves the right to add, remove, or change third-party integrations at any time. If a third-party provider discontinues or materially changes their service in a way that affects the Service, BriefBop shall not be liable for any resulting degradation or loss of functionality.

13. Export Compliance

You shall comply with all applicable export control and sanctions laws and regulations, including those of the United States. You represent that you are not located in, organized under the laws of, or a resident of any country or territory subject to comprehensive U.S. sanctions, and that you are not designated on any U.S. government restricted parties list.

14. Termination & Suspension

14.1 Termination by You

You may terminate this Agreement at any time by deleting your account through the Service settings or by contacting support. No refund will be provided for any remaining prepaid subscription period.

14.2 Termination or Suspension by BriefBop

BriefBop may immediately suspend or terminate your access to the Service, without notice or liability, if: (a) you breach any provision of this Agreement; (b) your use poses a security risk to the Service or other users; (c) your account is past due on payment; (d) your use is required to be suspended by law or regulation; (e) a third-party provider discontinues services essential to your use; or (f) BriefBop determines, in its sole discretion, that your continued use is harmful to the Service, its reputation, or other users.

14.3 Effect of Termination

Upon termination: (a) all licenses granted hereunder immediately cease; (b) you must immediately stop using the Service; (c) you may request an export of your User Content for up to thirty (30) days following termination; and (d) after thirty (30) days, BriefBop may permanently delete all your User Content, account data, and associated records. BriefBop shall not be liable for any loss of data resulting from termination.

15. Post-Termination Obligations

The following obligations survive termination of this Agreement:

• All payment obligations for usage incurred prior to termination.
• Confidentiality obligations (Section 6) for five (5) years.
• Intellectual property provisions (Section 7) in perpetuity.
• Indemnification obligations (Section 10).
• Limitation of liability (Section 9).
• Any restrictions on use of Platform Technology and competitive restrictions.
• Governing law and dispute resolution provisions.

16. Governing Law & Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of laws provisions.

Any dispute arising out of or relating to this Agreement shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted in English and held in Wilmington, Delaware, or at BriefBop's option, via videoconference. The arbitrator's decision shall be final and binding, and judgment may be entered in any court of competent jurisdiction.

Notwithstanding the foregoing, BriefBop may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights, enforce confidentiality obligations, or prevent unauthorized use of the Platform Technology, without first submitting to arbitration and without posting bond.

17. Class Action Waiver

18. Severability & Entire Agreement

If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the original intent.

This Agreement, together with the Terms of Service, Privacy Policy, and any applicable Order Forms or Subscription Agreements, constitutes the entire agreement between you and BriefBop regarding the Service and supersedes all prior and contemporaneous agreements, proposals, or representations, whether written or oral. No waiver of any term shall be deemed a further or continuing waiver of such term or any other term.

19. Modifications to this Agreement

BriefBop reserves the right to modify this Agreement at any time. We will provide at least thirty (30) days' notice of material changes by: (a) posting the updated Agreement on our website; (b) sending an email to your registered email address; or (c) displaying a notice within the Service. Your continued use of the Service after the effective date of any modification constitutes your acceptance of the modified Agreement.

If you do not agree to the modified terms, you must discontinue use of the Service and terminate your account before the effective date. Continued use after the effective date constitutes binding acceptance.

20. Contact

For questions about this Agreement, contact us: