Terms of Service

Please read these Terms carefully before accessing the Platform, because they contain important information about your rights and obligations while using Trace.Space. 

These Terms of Service (the “Terms”) govern access to, and use of, the Trace.Space Platform and/or the Services by visitors to the Website, individuals or entities who create Accounts or purchase Subscriptions, and their Authorized Users. Hence, any persons being invited to a workspace set up by a Customer.

1. The Parties to these Terms

By using the Platform and/or Services (whether delivered as Cloud Software or Self-Hosted Software), you as a Customer or Authorized User accept these Terms whether on behalf of yourself or a legal entity you represent. Customers and Authorized Users may be referred to in these Terms as “you” and “your” as applicable.

When accepted by you (as defined below), these Terms form a legally binding contract between you and Trace.Space. 

By accepting these Terms, you are entering into a contract with Trace Space, Inc., a Delaware company with its registered address at: 111 NE 1st St, Suite: 88511, 8th Floor, Miami, FL 33132, the USA (“Trace.Space”, “we”, “us”). 

1.1 Signing Up on behalf of a Legal Entity

If you are entering into these Terms on behalf of an organization or entity (e.g., by using your corporate email domain), such as your employer or the company you work for, said organization or entity will be deemed to be the “Customer”. In this case, you agree that you have the legal authority to bind that entity and that the entity is duly incorporated and in good standing under any applicable law. 

1.2 Signing Up in a Personal Capacity

If your workspace is being set up by someone who is not formally affiliated with an organization, a Customer is an individual who paid for the Subscription, you are the Customer. 

In this case, you must be at least 18 years of age and have the full legal capacity to accept these Terms.

2. Execution of these Terms

By accessing the Cloud Software and/or using the Services in any manner, including by installing or deploying the Self-Hosted Software, you agree to the Terms and any other related Contracts. Once accepted, these Terms remain effective until terminated as provided for in Section 16 "Term and Termination".

If you do not agree to the Terms or any other Contracts, you are not permitted to use our Services and you should not access the Platform. 

If you do not understand these Terms, you are advised to seek independent legal advice or contact us with your questions at: support@trace.space

3. Definitions and Order of Precedence

Any terms specified with a capital letter have a special meaning for the purposes of these Terms. If you see a word starting with a capital letter, please scroll to the Annex “Definitions” at the end of these Terms in order to clarify the meaning of a particular word and understand the entire context of any term and condition. In the event of any conflict or inconsistency between the documents forming the Contracts, the following order of precedence will apply: 

(a) the applicable signed Order Form;

(b) the Data Processing Addendum (with respect to personal data processing only);

(c) the Service Level Agreement (with respect to service levels only);

(d) these Terms or a signed MSA; and

(e) the Privacy Policy, AI Policy, and any other referenced documentation.

4. Access to the Platform

4.1 Workspace Administration

The Customer may exclusively provide us with instructions on the requested Services or assign and expressly authorize an Authorized User or Authorized Users as its agent to manage the Organization’s Workspace (the “Organization Administrator”). The Organization Administrator may configure administration settings, assign access and use authorization, request different or additional Services, may provide access to an Organization’s Workspace, enable or disable third party integrations, manage permissions, retention and export settings, transfer and re-assign roles on the Organization’s Workspace and otherwise exercise its rights under these Terms.

4.2 Organization Administrators

The Customer may appoint an employee, agent or a third-party business partner, or contractor to act as its Organization Administrator or Organization Administrators, and may change their designation at any time through the Organization Settings page.

The Customer has ultimate authority to replace the Organization Administrator or remove from the Organization at its own discretion without any notice to the Organization Administrator. 

4.3 Access by Authorized Users

During an active Subscription, adding more Authorized Users and assigning roles to them is straightforward: an Authorized User who initially created the Organization’s Workspace becomes an owner automatically, and invites all the other Authorized Users to the Organization’s Workspace. All the other Authorized Users get an email invitation link from the ‘owner’ to join the Organization’s Workspace. 

Each Authorized User must agree to these Terms and all the other Contracts to activate their Accounts. Сheck out our Contracts for more information on setting up an Account and assigning roles on your Organization’s Workspace.

Since these choices and instructions may result in the access, use, disclosure, modification or deletion of certain or all Customer Data, we also ask you to carefully read our Privacy Policy. 

5. Payment Terms

5.1 Ordering Subscriptions 

A valid and activated Subscription allows the Customer’s Authorized Users to access the Platform and use the Services. The Subscription specifies the number of Authorized Users and/or volume of data a Customer is allowed to add to the Platform. A Subscription can be purchased through a link provided by Trace.Space, unless we have agreed with you to execute an individual Customer Order Form.

The Subscription is automatically activated once we receive the Fees from the Customer. Your Subscription continues for the term specified in the “Organization settings” page at your Organization’s Workspace or the term specified in the applicable Order Form.

5.2 Fees 

You are able to purchase a Plan, and you will be charged as described below. We offer a free Plan, and several Plans appealing to different types of Customers and their different requirements and wishes. Please visit our Pricing page for more details.

The Fees for your Subscription depend on the selected Plan. Trace.Space will not change the Fees for Customers during an existing Subscription term. However, Trace.Space reserves the right to change the Fees for a particular Plan starting from a new billing cycle, provided Customers have been given advance notice regarding the upcoming changes. 

All Fees, refunds and Taxes due hereunder will be paid in U.S. dollars. Payment obligations are non-cancelable and, except as expressly stated in these Terms, the Customer’s payments are non-refundable.

5.3 Taxes

The Fees stated are exclusive of any Taxes. The Customer will be responsible for paying all Taxes and charges made under a chosen Plan, except for those taxes based on our net income. Should any payment for the Services be subject to withholding tax by any government, the Customer will reimburse us for said withholding tax in full.

5.4 Free Trial

Trace.Space offers a free trial. Once you sign up for a free trial, you get access to the Enterprise plan trial. You can sign up and use Trace.Space for a trial without entering your credit card details.

At the end of the free trial, you will be able to continue using the Platform by switching to a paid Plan; otherwise, you will be downgraded to a Free Plan. 

Your billing information will be required once you decide to upgrade to a paid Plan, unless we agree to invoicing of the Fees in a specific Order Form. Your first charge will occur on the date you accepted a paid Subscription by filling in billing information in your Account. 

If we agree on invoicing of the Fees in the Order Form, you will pay the Fees by the date specified on the applicable invoice issued by Trace.Space. Please note that execution of Order Forms is available only for Customers subscribing annually.

5.5 Monthly Plan billing

Trace.Space’s monthly Plans provide month-to-month access, with monthly charges being paid on each renewal day (the same day of the month that you originally signed up for the Plan). Monthly Plans automatically renew every month. If you cancel before an upcoming renewal day, you will have access to the Platform through to the end of the billing cycle.

Please note that we do not provide Order Form or invoicing options to Customers using monthly Subscriptions. 

5.6 Annual Plan billing

Trace.Space’s annual Plans provide year-to-year access and some savings compared to the month-to-month Plans. Annual Plans automatically renew every year, unless a Customer terminates the Subscription. If a Customer cancels the Subscription before the upcoming renewal date, said Customer will have access to the Platform until the end of the paid Subscription.

Annual charges will be paid on each renewal date (the same date of the year that you originally signed up for the Plan), unless otherwise is agreed in your Order Form. In this case, fees will be charged on the dates specified in the Order Form.

Customers that have executed Order Forms will be invoiced the Fees for each new billing cycle under the terms agreed in a specific Order Form.

5.7 Failed charges. Suspension

If the credit card you have on file is no longer valid or the billing information has changed, or if, for any reason, a charge is rejected, you will have to update your billing information on the Platform or provide us with details of a new payment method. Otherwise, we will suspend your access to the Platform.

If you are unable to update your Account with the appropriate billing information, you can request that Trace.Space at support@trace.space send you an invoice detailing the outstanding Fees. If we agree to invoice a Customer by email, full payment must be received within ten (10) calendar days from the invoice date, unless otherwise agreed. 

Please note that you will be automatically downgraded to a Free Plan after several failed attempts to charge your credit card, which might cause loss of some Customer Data. 

We ask you to notify Trace.Space in writing of any changes to your billing information or termination of any authorization at least five (5) calendar days prior to the immediately subsequent billing date. 

5.8 Auto-Renewal. Cancellation policy. Refunds. Switching to another Plan 

A Subscription will automatically renew at the end of the Subscription for a new period equal to the preceding term, unless you cancel the Subscription at least 30 days in advance.

Fees during any automatic renewal term will remain the same as they were during the preceding term unless we have notified you of any change of Fees in advance. 

You have the right to cancel the Subscription by reaching out to support@trace.space. Please see Section 16 “Term and Termination” for details. 

Once a Customer cancels the Subscription, no additional charges will be taken, and the Customer can use the Platform until the prepaid Subscription term expires. However, no refunds (prorated or otherwise) are provided upon cancellation. In the interest of fairness to all our customers, no exceptions will be made.

5.9 Downgrade for Non-Payment

If any Fees owed to us by the Customer (excluding amounts disputed reasonably and in good faith) are overdue, we may, without limiting our other rights and remedies, at our sole discretion cancel the unpaid Subscription with immediate effect and terminate access to the platform for the said Customer until those amounts are paid in full.

In the event of the foregoing, Trace.Space shall not be obligated to provide any and/or all of the Services until such Fees are paid in full. Your terminated Subscription may be reactivated if valid payment information is entered and the Fees are paid in full.

6. Our Intelectual Property

Trace.Space retains any and all intellectual property (IP) Rights, title and interest in and to the Platform, the Self-Hosted Software, and the Services, including all copies, modifications, extensions and derivative works thereof. Your right to use the Platform, the Self-Hosted Software, and/or the Services is limited to the rights expressly granted by Our License set forth in these Terms. All rights not expressly granted to you are reserved and retained by Trace.Space.

Subject to your complete and ongoing compliance with all the Terms and conditions set forth in these Terms, we grant you the right ("Our License") solely as necessary to access the Platform and use the Services pursuant to the following terms. Our License is:

(a) 'Limited' (meaning that you can only use the Platform, the Self-Hosted Software, and/or the Services for the purposes we have set out in these Terms as long as your Subscription is prepaid and in effect);

(b) 'Non-exclusive' (meaning that we can grant the same and similar licenses to other Customers as well);

(c) 'Non-transferable' (meaning that the license is only for your benefit and you may not transfer any of the rights that we grant to you to any other person or entity);

(d) 'Non-sublicensable' (meaning that you also may not sublicense any of the rights that we grant to you to any other person, besides your Authorized Users);

(e) 'Revocable' (meaning that we can terminate this License, for example if we downgrade you for non-payment);

(f) 'Worldwide' (meaning the license is not limited by territory; the License applies worldwide unless the applicable law or the law of the country of your location forbids such licenses); and

(g) Conditional on your compliance with these Terms.

Our License does not confer onto you any ownership interest and/or title in the Platform, the Self-Hosted Software, and/or the Services and/or any of Trace.Space's content, material and information.

6.1 Additional Terms for Self-Hosted Software

For Customers using the Self-Hosted Software, Our License additionally includes the right to install, copy (solely for backup and disaster-recovery purposes), and run the Self-Hosted Software in object-code form on infrastructure owned or controlled by the Customer, subject to the Subscription and Plan limitations.

The Customer shall not decompile, disassemble, reverse-engineer, or attempt to derive the source code of the Self-Hosted Software, except to the extent expressly permitted by mandatory applicable law.

Upon termination or expiration of the Subscription, the Customer shall promptly uninstall and delete all copies of the Self-Hosted Software from its infrastructure and, upon request, certify such deletion in writing to Trace.Space.

7. Protection of Customer Data

Trace.Space respects your privacy and has established certain policies and procedures relating to the collection and processing of Customer Personal Data. Please check our Privacy Policy to learn more about your rights, and our obligations and procedures applied to your Personal Data while you access the Platform and use the Services.

We will ensure that all persons authorized to process Customer Personal Data on behalf of Trace.Space have committed themselves to confidentiality, or are under an appropriate statutory obligation of confidentiality. We will maintain administrative, physical and technical safeguards for protection of the security, confidentiality and integrity of Customer Personal Data, as described in our Contracts.

7.1 Customer Data in the Cloud Software

By Transferring Customer Personal Data to the Cloud Software, you authorize us to process the Customer Personal Data for the purposes of providing the Services to you. The Services may be performed using equipment or facilities located in the European Union and the United States. When processed outside the European Union, EU Personal Data will receive an adequate level of protection within the meaning of Article 46 of the General Data Protection Regulation (Regulation (EU) 2016/679) from Trace.Space and its service providers located outside the EU. Please see our Privacy Policy and our Data Processing Addendum for more details.

By agreeing to these Terms, you grant us a general authorization to engage sub-processors for the purposes of providing the Services.

7.2 Customer Data in the Self-Hosted Software

When using the Self-Hosted Software, all Customer Data resides on infrastructure owned or controlled by the Customer. Trace.Space does not access, store, or process Customer Data in a Self-Hosted environment except:

(a) when expressly authorized by the Customer in writing (e.g., during a remote support session);

(b) through limited anonymized telemetry data as described in this Section below; or

(c) through the license-verification mechanism described in this Section below.

The Customer is solely responsible for the security, integrity, backup, and lawful processing of all Customer Data within the Self-Hosted Software, including compliance with all applicable Data Protection Laws, sector-specific regulations (e.g., HIPAA, PCI DSS, DORA), and cross-border data transfer requirements. Trace.Space shall have no liability for any loss, breach, or unauthorized access to Customer Data resulting from the Customer's infrastructure, configuration, or failure to apply updates provided by Trace.Space.

7.2.1 Telemetry and Diagnostics

The Self-Hosted Software may transmit anonymized and aggregated diagnostic data to Trace.Space, such as version information, system health metrics, and error logs, for the purposes of product improvement, security monitoring, and license verification. No Customer Data or Customer Personal Data will be included in such transmissions.

7.2.2 License Verification

Self-Hosted Software may include a license-verification mechanism (such as a license key or periodic license-server check) to confirm that usage remains within the scope of the Customer's active Subscription. The Customer shall not disable, circumvent, or interfere with any such mechanism. Trace.Space may audit the Customer's usage of the Self-Hosted Software upon reasonable written notice to verify compliance with the applicable Subscription and Plan terms. If an audit reveals usage beyond the licensed scope, the Customer shall promptly pay the applicable Fees for such excess usage.

7.3 Data Deletion

For the Cloud Software: upon termination of these Terms or at any time upon written request of the Customer, Trace.Space will erase the Customer Data upon the Customer's request and according to its instructions. Trace.Space may permanently erase Customer Data if the Customer's account is delinquent, suspended or terminated for 30 calendar days or more.

For the Self-Hosted Software: the Customer is solely responsible for deleting Customer Data from its own infrastructure. Trace.Space has no access to and bears no responsibility for the deletion of Customer Data stored within the Self-Hosted environment.

7.4 Data Portability

In compliance with applicable data portability requirements, including the EU Data Act (Regulation (EU) 2023/2854), Trace.Space shall ensure that Customer Data stored within the Cloud Software can be exported by the Customer in a structured, commonly used, and machine-readable format. Upon termination or expiration of the Subscription, the Customer may request export of its Customer Data within 30 calendar days of the effective termination date. After such period, Trace.Space may permanently delete all Customer Data associated with the Customer's account.

7.5 No Guarantee of Accuracy

You understand that all Customer Data Transferred through the Platform is the sole responsibility of the person from whom such Customer Data originated. You are solely responsible for determining the suitability of the Services for your business or organization and for complying with any Data Protection Laws applicable during the use of the Services.

Unless expressly stated herein or in the Contracts, Trace.Space bears no responsibility for any Customer Data that is Transferred through the Platform, nor for any actions taken by the Customers or the Authorized Users as a result of said Customer Data.

7.6 AI Functionality

You acknowledge that the Platform incorporates artificial intelligence and machine learning technology, including third-party AI services and may incorporate additional AI technologies from time to time. Please check our AI Policy to learn more about your rights, and our obligations and procedures applied to your data while you access the Platform and use the Services.

7.7 Customer-Configured AI

Customers may disable Trace.Space's default AI models and connect their own large language model API keys or model endpoints through the Organization settings. Where a Customer does so:

• Customer Data submitted to AI features will be transmitted directly to the Customer's chosen third-party provider. Trace.Space does not process, intercept, store, or have visibility into that data in its capacity as AI operator;
• the Customer is solely responsible for ensuring that its chosen provider processes Customer Data in compliance with applicable Data Protection Laws, the EU AI Act, and any sector-specific regulatory requirements, and for entering into any required data processing agreements with that provider directly;
• Trace.Space's obligations under these Terms and the AI Policy apply only to processing performed by Trace.Space's own infrastructure. They do not extend to processing performed by the Customer's external model provider; and
• Trace.Space will clearly indicate within the Platform which AI provider is active for the Customer's organisation at any given time.

7.8 Cookies

Cookies are files that web browsers place on a computer's hard drive and they help us with things like understanding how users and visitors use a website, remembering a user's login details, and storing website preferences. When you interact with the Cloud Software, we strive to make that experience easy and meaningful. When you come to our Website, our web server sends a cookie or cookies to your computer; you are permitted to withdraw your consent and turn off cookies. This subsection does not apply to the Self-Hosted Software, where cookie behavior is governed by the Customer's own deployment configuration.

7.9 Your Warranties Related to Customer Data

We do not bear any liability or responsibility in relation to Customer Data, nor do we endorse any opinion contained in any of your Content.

You represent and warrant that you own, and/or have the necessary permissions to use and authorize use of the Customer Data as described in the Terms. Moreover, you represent and warrant that the Customer Data is legally unobjectionable and that it is virus-free.

You represent and warrant that you (and all the Authorized Users) will comply with any technical restrictions on the Platform that allow you to use the Services only in certain ways.

You further represent and warrant that you have all right, title and interest in the Content and the Content will not infringe upon any third party's rights, including copyright.

For Self-Hosted Software Customers, you additionally represent and warrant that you will operate the Self-Hosted Software in compliance with the minimum system requirements set out in the Documentation, and that you will not modify, patch, or tamper with the Self-Hosted Software in any way that could compromise its security, integrity, or functionality.

7.10 Your Permissions to Us

We may need your permission to do the things you ask us to do with Customer Data, for example, hosting your uploaded files. This includes product features visible to you. It also includes design choices we make to technically administer our Services, for example, how we redundantly backup data to keep it safe.

You give us the permissions we need to do those things solely to provide the Services. This permission also extends to trusted third parties with whom we work to provide the Services, for example Amazon S3, which provides our storage space.

For Self-Hosted Software, these permissions are limited to the specific circumstances described in the "Customer Data in the Self-Hosted Software" subsection above (e.g., authorized remote support sessions and telemetry).

The Customer (for itself and all of its Authorized Users) grants Trace.Space the right to use Customer Data solely as necessary (a) to provide, maintain, improve, protect and update the Services and the Platform; (b) to prevent or address service, security, support or technical issues related to the Services and the Platform; (c) as required by law or as permitted by our Privacy Policy; or (d) as expressly permitted in writing by the Customer.

7.11 Your License to Us

These Terms do not grant us any IP Rights to your Content. You own any Content Transferred through the Platform.

You (for yourself and all of your Authorized Users and/or its end-users), however, give us permission to use the Content in the ways necessary to provide, improve and protect our Services and the Platform ("Your License"). Your License is:

(a) 'Limited' (meaning that we can only use your Content for the purposes we set out in these Sections of the Terms as long as these Terms are in effect);

(b) 'Non-exclusive' (meaning that you can grant the same and similar licenses to other persons as well);

(c) 'Non-transferable' (meaning that the license is only for our benefit and we may not transfer any of the rights that you grant to us to any other person or entity except as provided herein and in our Privacy Policy);

(d) 'Non-sublicensable' (meaning that we may not sublicense any of the rights that you grant to us to any other person, besides our Affiliates);

(e) 'Irrevocable' (meaning that you cannot terminate this License as long as these Terms are in effect);

(f) 'Worldwide' (meaning the license is not limited by territory); and

(g) Conditional on your compliance with these Terms.

For Self-Hosted Software Customers, Your License to us applies only to Customer Data that Trace.Space actually receives (e.g., through authorized support sessions, telemetry, or data voluntarily shared by the Customer). Your License does not extend to Customer Data that remains solely within the Customer's Self-Hosted environment and is never transmitted to Trace.Space.

This Section does not affect any rights the Customer and/or their Authorized Users and/or end-users may have under any applicable Data Protection Laws.

7.12 Usage Data

For Cloud Software, Trace.Space may generate and use technical logs, usage statistics, and other operational data relating to the Customer’s use of the Platform and Services, as well as Customer Data in aggregated, de-identified, or anonymized form (collectively, “Usage Data”), for the purposes of operating, maintaining, improving, analyzing, securing, and supporting the Platform and Services, and for other lawful internal business purposes.

Trace.Space may also use Customer Data that the Customer voluntarily shares with Trace.Space in the course of requesting support, without aggregation, de-identification, or anonymization, solely to provide support, troubleshoot issues, and improve the Platform and Services for the benefit of the Customer.

For Self-Hosted Software, Usage Data is limited to the anonymized telemetry and diagnostic data described in the “Telemetry and Diagnostics” subsection above.

7.13 Prohibited Content

You (and all of your Authorized Users) agree that you will not under any circumstances Transfer to the Platform any Customer Data (including software, text, images or other information) that:

(a) Is unlawful and/or promotes unlawful activities;

(b) Defames, harasses, abuses, threatens or incites violence towards any individual or group;

(c) Is pornographic, discriminatory and/or otherwise victimizes and/or intimidates an individual and/or group on the basis of religion, gender, sexual orientation, race, ethnicity, age and/or disability;

(d) Is spam, constitutes unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation and/or any form of lottery and/or gambling;

(e) Is subject to export control restrictions, including but not limited to data controlled under the U.S. International Traffic in Arms Regulations (ITAR), the Export Administration Regulations (EAR), or equivalent regulations in the Customer's jurisdiction. This restriction applies to the Cloud Software only. Customers using the Self-Hosted Software are solely responsible for ensuring their deployment complies with all applicable export control laws;

(f) Contains and/or installs any viruses, worms, malware, Trojan horses and/or other content that is designed or intended to disrupt, damage and/or limit the functioning of any software, hardware, and/or telecommunications equipment and/or to damage and/or obtain unauthorized access to any data and/or other information of any third party;

(g) Infringes upon any proprietary rights of any party, including patent, trademark, trade secret, copyright, right of publicity and/or other rights;

(h) Impersonates any person or entity, including any of our employees or representatives; and/or

(i) Violates the privacy of any third party (collectively the "Prohibited Content").

We are not obligated to pre-screen, monitor or filter any Customer Data in order to discover any unlawful nature therein. For Self-Hosted Software, Trace.Space has no ability to monitor Customer Data and bears no responsibility for Prohibited Content stored within the Customer's environment. However, for the Cloud Software, if such Customer Data or the action of its unlawful processing is discovered or brought to our attention or if there is reason to believe that certain Customer Data is deemed to be Prohibited Content, we have the right (but not the obligation) to:

(a) Notify the Customer of such Prohibited Content;

(b) Demand that the Customer bring the Prohibited Content into compliance with these Terms, the Contracts (as applicable) and any applicable law;

(c) Temporarily or permanently remove the Prohibited Content from the Platform, restrict access to it or erase it with or without notice to the Customer;

(d) Terminate these Terms and other Contracts with immediate effect;

(e) Suspend or stop providing our Services to you;

(f) Block you from accessing the Platform.

Notwithstanding the foregoing, if Trace.Space becomes aware (through telemetry, support interactions, or otherwise) that a Self-Hosted Software Customer is using the Platform in connection with Prohibited Content or in violation of applicable law, Trace.Space reserves the right to suspend or terminate the Customer's Subscription and License with immediate effect.

7.14 Your End-User Personal Data and Content

We do not knowingly process or collect any Sensitive Information. You shall be responsible for ensuring that any Personal Data relating to yourself or your end-users is Transferred to the Platform in compliance with any applicable Data Protection Laws. You shall be solely liable for any and all liabilities arising from or relating to end-user Personal Data and end-user generated Content. This obligation applies regardless of whether you use the Cloud Software or the Self-Hosted Software.

8. User’s Restrictions

The Customer (and all its Authorized Users) shall use Trace.Space in compliance with all applicable laws, these Terms and the Contracts (as applicable). The Customer (and all of its Authorized Users) is prohibited from:

(a) Modifying and/or making derivative works of, disassembling, extracting, reverse compiling and/or reverse engineering the source code or any part of the Platform or the Self-Hosted Software, except to the extent expressly permitted by mandatory applicable law;

(b) Reselling, offering, selling, renting, leasing, distributing, assigning and/or otherwise commercially exploiting the Services, the Platform, and/or the Self-Hosted Software for any purposes, in whole or in part, except where specifically permitted by Trace.Space;

(c) Using and/or accessing the Services, the Platform, and/or the Self-Hosted Software in order to (i) monitor the availability, performance or functionality of the Platform, (ii) build a similar and/or competitive website, platform, product, large-scale language model and/or service; or (iii) for other benchmarking or competitive purposes;

(d) Framing or otherwise incorporating the Platform or the Services, or any part of the Platform, as part of another website, product or service;

(e) Removing and/or destroying any copyright notices, license keys, license-verification mechanisms, and/or other proprietary markings contained in the Platform or the Self-Hosted Software;

(f) Taking any action that imposes or may impose (as determined by us in our sole and absolute discretion) an unreasonable and/or disproportionately large load on Trace.Space's and/or our third-party providers' infrastructure;

(g) Accessing the Cloud Software by any means other than through the interfaces provided by Trace.Space;

(h) Providing Platform or Self-Hosted Software passwords or other login information to any third party other than Authorized Users;

(i) Making the functionality of the Platform or Self-Hosted Software available to multiple users above the number of the Authorized Users or above the data volume limits specified in the active Subscription;

(j) Exceeding any other allowances above the limits in the agreed Plan;

(k) Promoting and/or providing information about illegal activities and/or physical harm and/or injury to any group, individual, institution and/or property or otherwise using the Platform in a way that infringes, misappropriates or violates any person's rights;

(l) Using the Platform or Self-Hosted Software in a manner which violates the applicable terms of use of any third-party AI service provider integrated into the Platform, as published by such providers from time to time;

(m) Using the Platform or Self-Hosted Software, or any output generated by its AI features, to develop, train, fine-tune, or improve any artificial intelligence model, machine learning system, or foundation model, whether directly or through automated data collection, scraping, or extraction;

(n) Redistributing, sublicensing, or making available the Self-Hosted Software (or any component thereof) to any third party, including by hosting the Self-Hosted Software as a service for third parties or by including it in any product or service offered to third parties;

(o) Operating the Self-Hosted Software on infrastructure that does not meet the minimum system requirements set out in the Documentation, or in a manner that could compromise the security or integrity of the Self-Hosted Software; and

(p) Transferring through the Platform any Prohibited Content described in Section 7 above.

If we find or suspect that you have violated any user restrictions contained in this Section of the Terms, we have the sole discretion (the right but no obligation) to terminate these Terms and all the other applicable Services, and/or to suspend or stop providing the Services to you, and/or block you from accessing the Platform, and/or revoke the license to the Self-Hosted Software, without prejudice to any other remedies Trace.Space will be entitled to under any applicable law. We also reserve the right to claim any damages or losses that we incur as a result of your violations of user restrictions. We also reserve the right to contact any law enforcement authorities in order to assess the liability of the persons involved.

9. Third-Party Sites, Products and Services

Our Platform may include links to or integrations with other third-party applications, websites, products and services (the "Integrated Products") solely as a convenience to our Customers. These Integrated Products may have their own terms and conditions of use and privacy policies and your use of these Integrated Products will be governed by and subject to their documentation.

These are not our Services, so we do not endorse any Integrated Products, and are not responsible or liable for the behavior, features or content of any Integrated Products, and ultimately the Customer (and not Trace.Space) will decide whether or not to enable them.

Furthermore, Trace.Space makes no express or implied warranties with regard to the information, material, products or services that are contained on or accessible through Integrated Products. Any access or use of an Integrated Product is solely at your own risk, directly governed between you and the applicable third-party provider.

If an Integrated Product is enabled for an Organization’s Workspace, please be mindful of any Customer Data that will be shared with the third-party provider and the purposes for which the provider requires access. We will not be held responsible for any use, disclosure, modification or deletion of Customer Data that is transmitted to, or accessed by, an Integrated Product. Check out our Privacy Policy for more information.

Integrated Products in the Self-Hosted Software

For Customers using the Self-Hosted Software, certain Integrated Products may require outbound network connectivity from the Customer's infrastructure to third-party services. The Customer is solely responsible for evaluating whether such connections comply with its own security policies, network restrictions, and applicable regulatory requirements, including any data residency or data sovereignty obligations.

Trace.Space is not responsible for the availability, performance, or security of any third-party service that the Customer connects to from a Self-Hosted environment. If the Customer disables or restricts outbound connectivity to Integrated Products, certain features of the Platform may be unavailable or limited in functionality.

10. Confidentiality

10.1 Confidential Information

"Confidential Information" means (a) for Trace.Space: the Platform, the Self-Hosted Software (including its source code, object code, architecture, algorithms, and documentation), and the Services; (b) for the Customer: Customer Data; (c) any other information relating to a party that is disclosed in writing or orally and is designated as confidential or proprietary at the time of disclosure (and, in the case of oral disclosures, summarized in writing within ten (10) calendar days of the initial disclosure and delivered to the recipient), or that due to the nature of the information the recipient would clearly understand it to be confidential information of the disclosing party; and (d) the specific terms and conditions of these Terms, and any amendment and attachment thereof, agreed between Trace.Space and a Customer in writing.

Confidential Information shall not include any information that: (a) was or becomes generally known to the public through no fault or breach of these Terms by the recipient; (b) was rightfully in the recipient's possession at the time of disclosure without restriction on use or disclosure; (c) was independently developed by the recipient without use of the disclosing party's Confidential Information; or (d) was rightfully obtained by the recipient from a third party not under a duty of confidentiality and without restriction of use or disclosure. All information provided to Trace.Space that is not Confidential Information will be treated in accordance with our Privacy Policy.

10.2 Restricted Use and Nondisclosure

During and after the Subscription Term, the party receiving Confidential Information will: (a) use the Confidential Information of the other party solely for the purpose for which it is provided; (b) not disclose such Confidential Information to a third party, except on a need-to-know basis to its attorneys, auditors, consultants and service providers who are under confidentiality obligations at least as restrictive as those contained herein; and (c) protect such Confidential Information from unauthorized use and disclosure to the same extent (but using no less than a reasonable degree of care) that it protects its own Confidential Information of a similar nature. Notwithstanding the foregoing, the Customer expressly authorizes Trace.Space to use and process the Customer Data as described in our Privacy Policy.

For Customers using the Self-Hosted Software, the obligation to protect Trace.Space's Confidential Information extends to ensuring that the Self-Hosted Software and any related materials (including license keys, configuration files, and documentation) are not disclosed to, or made accessible by, any person other than the Customer's Authorized Users and personnel with a legitimate need to access the Self-Hosted Software for the purposes of installation, operation, and maintenance.

10.3 Required Disclosure

If either party is required by law to disclose Confidential Information, the disclosing party will give prompt written notice to the other party before making the disclosure, unless prohibited from doing so by the legal or administrative process, and assist the other party to obtain, where reasonably available, an order protecting the Confidential Information from public disclosure.

11. Service Limitations and Modifications

Trace.Space will not materially reduce the functionality of the Platform agreed with Customers under an active Subscription during the applicable Subscription term.

However, Trace.Space reserves the right to modify, update, enhance, or discontinue, temporarily or permanently, the functionality of the Platform and/or the Services for technical, operational, legal, or security reasons.

Any changes that materially affect the functionality of the Platform available under a specific Plan will, unless required earlier for security, legal, or technical reasons, apply to the Customer starting from a new Subscription period after the expiration of the current billing cycle, provided that prior notice of such changes has been given where commercially reasonable.

Trace.Space will make commercially reasonable efforts to keep the Platform and Services operational. However, certain technical difficulties, maintenance, upgrades, or external factors (including failures of third-party services or infrastructure) may, from time to time, result in temporary interruptions, delays, or degradation of performance.

Cloud Software

For Customers using the Cloud Software, Trace.Space may perform maintenance, updates, upgrades, patches, or other technical changes that may temporarily affect availability or performance. Where commercially reasonable, advance notice of planned maintenance will be provided.

Trace.Space does not guarantee uninterrupted or error-free operation of the Cloud Software. Details regarding uptime, availability, and support commitments are set out in our Service Level Agreement or may be agreed separately in writing.

Self-Hosted Software

For Customers using the Self-Hosted Software, Trace.Space may make available updates, upgrades, patches, or new releases from time to time, subject to the applicable Plan, Order Form, or Documentation.

Unless otherwise expressly agreed in writing:

(a) Trace.Space is not obligated to provide any particular update, upgrade, or new release;

(b) certain functionality, integrations, or security improvements may require installation of updated versions of the Self-Hosted Software; and

(c) the Customer is responsible for installing updates made available by Trace.Space where necessary for security, compliance, or continued functionality.

The Customer acknowledges that performance, availability, and security of the Self-Hosted Software depend on the Customer’s infrastructure, configuration, and environment. Trace.Space shall not be responsible for downtime, performance issues, data loss, or security incidents arising from the Customer’s infrastructure, third-party systems, or failure to follow the Documentation or implement recommended updates.

General

To the extent permissible under applicable law, Trace.Space reserves the right to make changes to the Platform and/or Services as described above without liability for any interruption, modification, or discontinuation, except where otherwise expressly provided in these Terms or agreed in writing.

12. Disclaimers

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, THE SERVICES, THE PLATFORM, THE SELF-HOSTED SOFTWARE, AND ALL RELATED COMPONENTS AND INFORMATION ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TRACE.SPACE EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

YOU ACKNOWLEDGE AND AGREE THAT:

(a) YOUR USE OF THE SERVICES, THE PLATFORM, AND THE SELF-HOSTED SOFTWARE IS AT YOUR SOLE RISK;

(b) TRACE.SPACE DOES NOT WARRANT THAT THE SERVICES OR THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE;

(c) TRACE.SPACE DOES NOT WARRANT THAT ANY ERRORS OR DEFECTS WILL BE CORRECTED; AND

(d) ANY RESULTS OR OUTPUT OBTAINED FROM THE USE OF THE SERVICES, INCLUDING ANY OUTPUT GENERATED BY ARTIFICIAL INTELLIGENCE FEATURES, MAY BE INACCURATE, INCOMPLETE, OR UNSUITABLE FOR YOUR INTENDED PURPOSE AND REQUIRE HUMAN REVIEW AND VALIDATION.

TRACE.SPACE DOES NOT WARRANT OR GUARANTEE THAT THE PLATFORM, THE SERVICES, OR THE SELF-HOSTED SOFTWARE WILL MEET THE CUSTOMER’S REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, OR OPERATE IN COMBINATION WITH ANY CUSTOMER SYSTEMS, INFRASTRUCTURE, OR THIRD-PARTY PRODUCTS, EXCEPT AS EXPRESSLY AGREED IN WRITING.

FOR CUSTOMERS USING THE SELF-HOSTED SOFTWARE, TRACE.SPACE DOES NOT WARRANT THE PERFORMANCE, SECURITY, AVAILABILITY, OR RELIABILITY OF THE SELF-HOSTED SOFTWARE WHEN DEPLOYED ON INFRASTRUCTURE NOT CONTROLLED BY TRACE.SPACE.

TO THE EXTENT THAT MANDATORY LAW IN YOUR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

13. Indemnifications

13.1 Your Indemnification of Trace.Space

The Customer (on its own behalf and on behalf of its Authorized Users) will indemnify, defend, and hold harmless Trace.Space and its Affiliates, subcontractors, agents, licensors, content providers, and service providers, and their current and former directors, officers, and employees (the “Trace.Space Indemnified Persons”) from and against any and all third-party claims, actions, suits, proceedings, and demands (each, a “Claim Against Us”) arising out of or related to the Customer’s or any of its Authorized Users’ access to or use of the Platform, Services, or Self-Hosted Software in violation of these Terms or applicable law, including, but not limited to, any claims related to:

(i) infringement or violation of third-party intellectual property or other rights; and/or

(ii) breach of any applicable Data Protection Laws.

The Customer will indemnify the Trace.Space Indemnified Persons for any and all resulting damages, losses, liabilities, judgments, awards, costs, and reasonable attorneys’ fees finally awarded against or paid in settlement of a Claim Against Us.

Trace.Space will provide the Customer with prompt written notice of any Claim Against Us and may allow the Customer to assume control of the defense and settlement of such claim, with Trace.Space providing reasonable cooperation.

13.2 Our Indemnification of Customer

Trace.Space will indemnify, defend, and hold harmless the Customer and its Authorized Users, and their current and former directors, officers, and employees from and against any and all third-party claims, actions, suits, proceedings, and demands alleging that the use of the Platform, Services, or Self-Hosted Software as permitted under these Terms infringes upon a third party’s intellectual property rights (an “IP Claim Against Customer”).

Trace.Space will indemnify the Customer for all reasonable attorneys’ fees and damages finally awarded against the Customer in connection with, or amounts paid in settlement approved by Trace.Space for, an IP Claim Against Customer; provided, however, that Trace.Space will have no liability if such claim arises from:

(a) Customer Data;

(b) any modification, combination, or use of the Platform or Self-Hosted Software with products, services, or data not provided by Trace.Space; or

(c) use of the Platform, Services, or Self-Hosted Software in violation of these Terms or applicable law.

The Customer must provide Trace.Space with prompt written notice of any IP Claim Against Customer and allow Trace.Space to assume control of the defense and settlement of such claim, with the Customer providing reasonable cooperation.

13.3 Limitations on Indemnifications

The party seeking indemnification will promptly notify the other party of the claim and cooperate with the other party in defending the claim. The indemnifying party has control and authority over the defense and settlement, except that:

(a) any settlement requiring the party seeking indemnification to admit liability or incur any obligation will require that party’s prior written consent, such consent not to be unreasonably withheld or delayed; and

(b) the other party may participate in the defense with its own counsel at its own expense.

14. Limitations of Liability 

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO RECOVER DAMAGES FROM US.

14.1 Independent Allocations of Risk

The limitations set forth in this “Limitations of Liability” Section apply with respect to all legal theories, whether in contract, tort, or otherwise, to the maximum extent permitted by applicable law.

Each provision of these Terms that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages represents an agreed allocation of risk between the parties and forms an essential basis of the bargain between the parties. Each of these provisions is severable and will apply even if any limited remedy fails of its essential purpose.

14.2 Limitation on Indirect Liability

To the maximum extent permitted by applicable law, neither party will be liable under these Terms for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenues, business opportunities, goodwill, or data, even if such party has been advised of the possibility of such damages and even if a direct remedy does not fully compensate the loss.

14.3 Limitation on Amount of Liability

To the maximum extent permitted by applicable law, Trace.Space’s total aggregate liability to the Customer arising out of or relating to these Terms, the Platform, the Services, or the Self-Hosted Software will not exceed the total amount of Fees paid by the Customer to Trace.Space in the twelve (12) months immediately preceding the event giving rise to the claim.

This limitation applies regardless of the form of action, whether in contract, tort (including negligence), or otherwise.

14.4 Specific Exceptions from Liability

To the maximum extent permitted by applicable law, Trace.Space will not be responsible or liable for:

(a) the accuracy, completeness, legality, or reliability of any Customer Data or Content;

(b) any infringement, misappropriation, or violation of third-party rights arising from Customer Data;

(c) any use of the Platform, Services, Self-Hosted Software, or any outputs (including AI-generated outputs) in a manner not permitted under these Terms or not suitable for the Customer’s intended purposes;

(d) any downtime, unavailability, delay, or performance issues of the Platform or Services caused by factors outside Trace.Space’s reasonable control, including third-party services, infrastructure failures, or force majeure events;

(e) any unauthorized access to or use of the Customer’s Account, credentials, or Customer Data not caused by Trace.Space’s breach of these Terms; or

(f) for Self-Hosted Software, any downtime, data loss, security incident, or performance issue arising from the Customer’s infrastructure, configuration, environment, or failure to follow the Documentation or implement updates.

15. Feedback

The Customer and its Authorized Users may provide suggestions, comments, ideas, improvements, or other feedback regarding the Platform, Services, or Self-Hosted Software (“Feedback”).

By submitting Feedback, the Customer (on its own behalf and on behalf of its Authorized Users and personnel) grants Trace.Space a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, sublicensable, and transferable right to use, reproduce, modify, adapt, publish, distribute, and otherwise exploit such Feedback for any purpose, without restriction and without any obligation or compensation to the Customer or any third party.

Trace.Space is under no obligation to use, implement, or respond to any Feedback.

Trace.Space may remove or modify any Feedback submitted or displayed within the Platform if it reasonably considers such Feedback to be unlawful, harmful, offensive, or in violation of these Terms.

16. Term and Termination

16.1 Term

These Terms will remain in effect until the earlier of:

(a) termination by either the Customer or Trace.Space in accordance with these Terms; or

(b) expiration or cancellation of the applicable Subscription.

16.2 Termination by Customer

The Customer may terminate these Terms and cancel its Subscription at any time in accordance with the cancellation provisions set out in these Terms.

If the Customer terminates these Terms due to a material breach by Trace.Space that remains uncured after reasonable notice, Trace.Space will refund any prepaid Fees covering the unused portion of the applicable Subscription term.‍

16.3 Termination by Trace.Space

Trace.Space may suspend access to the Platform and/or Services or terminate these Terms with immediate effect if it reasonably believes that:

(a) the Platform, Services, or Self-Hosted Software are being used in violation of applicable law;

(b) there is actual or reasonably suspected unauthorized use of the Platform, Services, or Self-Hosted Software;

(c) the Customer or any Authorized User is in material breach of these Terms; or

(d) continued access to the Platform or Services presents a material security risk or risk of harm to Trace.Space, its systems, or other customers.

The Customer is responsible for ensuring that its Authorized Users comply with these Terms. Any breach by an Authorized User will be deemed a breach by the Customer.

To the maximum extent permitted by applicable law, Trace.Space will not be liable to the Customer for any suspension or termination carried out in accordance with this Section.

Trace.Space may also terminate these Terms for convenience by providing reasonable prior notice to the Customer. In such case, the Customer will be entitled to a refund of any prepaid Fees covering the unused portion of the applicable Subscription term.

16.4 Effect of Termination

Upon termination or expiration of these Terms:

(a) the Customer must immediately cease use of the Platform, Services, and Self-Hosted Software;

(b) all rights granted to the Customer under these Terms will terminate; and

(c) the Customer must pay any outstanding Fees owed to Trace.Space.

For the Cloud Software:

Trace.Space may deactivate the Customer’s Account and access to the Platform upon termination. Customer Data will be retained for a limited period to allow export, after which it may be permanently deleted in accordance with these Terms and the Privacy Policy.

For the Self-Hosted Software:

The Customer must promptly uninstall and delete all copies of the Self-Hosted Software from its systems and infrastructure.

17. Changes to these Terms

Trace.Space reserves the right to revise, update, or otherwise modify (each, a “Change”) these Terms and any related Contracts at any time.

The most current version of the Terms will be available on the Website, and the “Last Updated” date at the beginning of the Terms will be revised accordingly.

For material Changes that affect the Customer’s rights or obligations, Trace.Space will provide notice by email or through the Platform where reasonably practicable. Non-material Changes (such as corrections, clarifications, or minor updates) may be made without prior notice.

Unless otherwise specified, Changes will become effective upon posting on the Website.

By continuing to access or use the Platform or Services after the effective date of any Changes, the Customer agrees to be bound by the updated Terms.

If the Customer does not agree to the updated Terms, it must stop using the Platform and Services.

18. Applicable Law, Mandatory Arbitration, Waiver of Class Actions 

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

1.1 Initial Dispute Resolution

Most disputes can be resolved without formal proceedings. If you have any dispute with Trace.Space, you agree to first contact us at support@trace.space

 and provide a brief written description of the issue and your contact information.

Both parties agree to use reasonable efforts to resolve any dispute, claim, or disagreement through good faith negotiations for a period of thirty (30) calendar days before initiating formal proceedings.

1.2 Binding Arbitration

If the parties are unable to resolve the dispute within the period set out above, any dispute arising out of or relating to these Terms, the Platform, or the Services will be finally resolved by binding arbitration administered by JAMS in accordance with its applicable rules in effect at the time the arbitration is initiated.

The arbitration will be conducted in English and may take place remotely unless otherwise required by applicable rules or agreed by the parties.

1.3 Arbitrator’s Powers

The arbitrator will have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of these Terms, including any claim that all or part of these Terms is void or unenforceable.

The arbitrator may grant any relief that would be available in a court of competent jurisdiction, and the arbitrator’s decision will be final and binding.

1.4 Fees and Costs

Each party will bear its own legal fees and costs, unless otherwise required by applicable law or the applicable arbitration rules.‍

1.5 No Jury Trial

To the extent permitted by applicable law, the parties waive any right to a trial by jury in connection with disputes arising under these Terms.

1.6 Class Action Waiver

To the maximum extent permitted by applicable law, all claims must be brought on an individual basis, and not as a plaintiff or class member in any purported class, collective, or representative proceeding.

1.7 Exceptions

Notwithstanding the foregoing, either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property rights, Confidential Information, or other proprietary rights.

1.8 Governing Law

These Terms will be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.

19. Miscellaneous

Sanctions and Export Compliance

You may not access or use the Platform or Services if you are subject to sanctions under applicable laws, including U.S. sanctions, or sanctions imposed by the jurisdiction in which you are located. You agree to comply with all applicable export control and re-export laws and regulations in connection with your use of the Platform and Services.

Entire Agreement

Unless otherwise agreed in writing, these Terms and the applicable Contracts constitute the entire agreement between the Customer and Trace.Space regarding the subject matter herein and supersede all prior or contemporaneous agreements, communications, or understandings, whether written or oral.

Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, such provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect.

Assignment

The Customer may not assign or transfer its rights or obligations under these Terms without the prior written consent of Trace.Space. Trace.Space may assign these Terms without restriction, including to an Affiliate or in connection with a merger, acquisition, or sale of assets.

These Terms will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.

Force Majeure

Neither party will be liable for any delay or failure to perform its obligations under these Terms (excluding payment obligations) due to events beyond its reasonable control, including acts of God, war, terrorism, riots, fires, natural disasters, labor disputes, internet or infrastructure failures, denial-of-service attacks, or failures of third-party service providers.

Survival

Any provisions of these Terms that by their nature should survive termination will survive, including, without limitation, provisions relating to intellectual property, confidentiality, disclaimers, indemnification, limitations of liability, and dispute resolution.

No Waiver

Failure or delay by either party in exercising any right under these Terms will not constitute a waiver of that right. Any waiver must be in writing and will apply only to the specific instance for which it is given.

Beta Features

Trace.Space may offer access to certain features or Services on a trial, beta, or experimental basis (“Beta Features”). Beta Features are provided for evaluation purposes only and may be incomplete, inoperable, or contain errors.

Use of Beta Features is at your own risk. To the maximum extent permitted by applicable law, Beta Features are provided “as is” without any warranties, and Trace.Space may modify or discontinue Beta Features at any time without notice.

Notwithstanding anything to the contrary in these Terms, Trace.Space’s total aggregate liability arising out of or relating to Beta Features will not exceed US$50.

Contact

If you have any questions regarding these Terms or the Services, please contact us at: support@trace.space.

ANNEX “Definitions” 

“Account” means the account established for a Customer or an Authorized User to access and use the Platform or Services.

“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control,” for purposes of this definition, means direct or indirect ownership or control of more than fifty percent (50%) of the voting interests of the subject entity.

“Authorized User” means an individual natural person, whether an employee, business partner, contractor, or agent of a Customer, who is registered or permitted by the Customer to access an Organization’s Workspace and/or use the Services, subject to these Terms and the applicable Plan.

“Change” and cognates mean any revision, update, modification, addition, deletion, or other change.

“Cloud Software” means the hosted, software-as-a-service version of the Platform and Services made available by Trace.Space over the internet.

“Content” means information, including but not limited to files, folders, text, design layouts, source code, pictures, video and other images, audio materials, graphics, document or data files, messages and other communications, personalization settings, and other information or content, that is or may be provided, uploaded, created, generated, submitted, distributed, posted, stored, processed, or otherwise made available through the Platform or Services by the Customer or its Authorized Users, including any such content generated by the Customer’s end-users.

“Contracts” means, collectively: (a) these Terms; (b) the Privacy Policy; (c) the Data Processing Addendum (where applicable); (d) the Service Level Agreement (where applicable); (e) the AI Policy (where applicable); (f) a signed MSA (where applicable); and (g) any applicable Order Form agreed between the Customer and Trace.Space.

“Customer” means a natural person or legal entity that has accepted these Terms with Trace.Space.

“Customer Data” means the Content, Customer Personal Data, and any other information submitted, uploaded, stored, processed, or otherwise made available through the Platform or Services by the Customer or its Authorized Users in connection with the use of the Services.

"Customer Personal Data" means all Personal Data processed by Trace.Space as a processor on behalf of Customer as a controller in the course of providing the Services, as follows:

(a) Cloud Software: all Personal Data that Customer or its Authorised Users submit or otherwise make available to Trace.Space through the Cloud Software in connection with their use of the Services; and

(b) Self-Hosted Software: Personal Data that Customer explicitly provides to Trace.Space in the limited circumstances in connection with authorised support sessions, license verification, or telemetry.

“Data Protection Laws” means all laws and regulations applicable to the processing of Customer Personal Data under these Terms, including the laws and regulations of the United States, the European Union, the European Economic Area and its member states, Switzerland, and the United Kingdom, as applicable.

“Documentation” means the technical and user documentation, instructions, specifications, and usage guidelines made available by Trace.Space for the Platform, Services, or Self-Hosted Software, as updated from time to time.

“EU Personal Data” means Customer Personal Data that: (a) originates from or is located in the European Economic Area; (b) relates to data subjects in the European Economic Area; or (c) is otherwise subject to the General Data Protection Regulation or other applicable European data protection laws.

“Feedback” means any suggestions, comments, bug reports, feedback, ideas, or proposed improvements relating to the Platform, Services, or Self-Hosted Software.

“Fees” means the amounts payable by the Customer for access to or use of the Platform or Services under an applicable Plan, Subscription, or other agreed commercial arrangement.

“Free Plan” means limited access to the Platform or Services without payment of Fees.

“Free Trial” means temporary access to the Platform or Services for evaluation purposes without payment of Fees.

“IP Rights” means copyrights, patents, trademarks, trade secrets, and other intellectual property rights, interests, or protections recognized under applicable law.

“Order Form” means a document or other written ordering instrument executed or otherwise agreed between Trace.Space and a Customer confirming specific commercial terms applicable to a Subscription, Plan, or Services.

“Organization’s Workspace” means a designated virtual workspace within the Platform where Authorized Users may create Spaces and access the Services.

"Personal Data" means information about an identified or identifiable natural person that (a) can be used to identify, contact, or locate a specific individual; (b) can be combined with other information that can be used to identify, contact, or locate a specific individual; or (c) is defined as "personal data" or "personal information" by applicable Data Protection Laws relating to the collection, use, storage, or disclosure of information about an identifiable individual.

“Personal Data Breach” means any breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Customer Personal Data.

“Plan” means a set of tools, features, usage limits, criteria, and functionality made available by Trace.Space as the basis for a Subscription and the applicable Fees.

“Platform” means Trace.Space’s proprietary online platform, including the Website and related technologies, through which Trace.Space makes available the Cloud Software and Services. Where expressly stated in these Terms, certain provisions also apply to the Self-Hosted Software.

“Prohibited Content” has the meaning given to it in the section titled “Prohibited Content.”

“Sensitive Information” means any Personal Data or other Customer Data that is subject to heightened security, confidentiality, or regulatory requirements under applicable law or the Customer’s internal policies, including, by way of example, data subject to HIPAA, GLBA, or FERPA.

“Service Level Agreement” or “SLA” means the service level agreement, if any, made available by Trace.Space on the Website or otherwise provided in writing, describing certain uptime, availability, support, or service commitments applicable to the Cloud Software.

“Services” means the software, software-as-a-service tools, functionality, and related services that Trace.Space may make available from time to time, whether through the Platform, Self-Hosted Software, or third-party resources, including requirements, risk, test, and design parameter management functionality, artificial intelligence or machine learning functionality, and other productivity, workflow, software development, and related tools and services, provided on a subscription, usage-based, prepaid, trial, or other basis.

“Self-Hosted Software” means the on-premises or customer-hosted version of the software made available by Trace.Space for installation and operation on infrastructure owned or controlled by the Customer.

“Space” means a set of interrelated textual or structured items created, maintained, or tracked by the Customer’s Authorized Users within an Organization’s Workspace.

“Subscription” means the Customer’s right, during a specified period of time and subject to payment of the applicable Fees, to access and use the Platform, Services, and/or Self-Hosted Software in accordance with the elected Plan.

“Taxes” means any taxes, levies, duties, or similar governmental assessments of any nature, including value-added, sales, use, or withholding taxes, applicable in any jurisdiction.

“Transferred” and cognates mean provided, uploaded, downloaded, created, generated, submitted, distributed, imported, exported, posted, stored, processed, or otherwise made available through the Platform or Services.

“Usage Data” means technical logs, telemetry, usage information, analytics, and related data generated or collected by Trace.Space regarding the operation, performance, support, security, or use of the Platform, Services, or Self-Hosted Software, in each case as permitted under these Terms.

“Website” means the website located at https://www.trace.space/

 and any of its subdomains or other domains owned or operated by Trace.Space through which information regarding the Platform or Services is made available.