Introduction
These Terms of Service ("Terms") are entered into by and between you ("User," "you," or "your") and Spot.xyz Corporation, doing business as Specset ("Specset," "we," "us," or "our"). These Terms govern your access to and use of Specset's AI-powered construction software platform and related services (the "Services").
By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, you may not access or use the Services.
1. Eligibility and Account Registration
To use the Services, you must be at least 18 years old and legally capable of entering into a binding agreement. You agree to provide accurate and complete information during account registration and to keep it updated.
2. License and Acceptable Use
Specset grants you a non-exclusive, non-transferable license to use the Services solely for internal business purposes. You may not reverse engineer, interfere with, or misuse the platform, nor may you attempt to access systems or data not intended for you.
3. User Content and Data
You retain ownership of any documents, data, or materials you upload ("User Content"). Specset may use this content only to operate and improve the Services. All content is treated as confidential and secured according to SOC 2 practices.
4. AI-Assisted Services
Specset uses large language models (LLMs) including OpenAI and Google Gemini through secure APIs to power document validation and Q&A workflows. Customer data is never used to train these models. Retrieval-augmented generation (RAG) is used to send only relevant excerpts to LLMs at inference time. All outputs are provided as-is and should be independently verified.
5. Security
Specset encrypts all data in transit (TLS 1.2+) and at rest (AES-256). We implement SOC 2 controls, including access logging, MFA, RBAC, incident response, and vendor security reviews. We assess infrastructure providers and subprocessors against our security and data protection requirements.
6. Third-Party Services
The Services may rely on third-party infrastructure and APIs. We assess vendors for security and compliance and require them to meet Specset's data protection standards.
7. Privacy Policy
Specset's Privacy Policy governs our collection and use of data. We comply with applicable privacy laws such as GDPR and CCPA.
8. Fees and Payment
Fees are set forth in your Order Form or Subscription Agreement. Specset does not charge per seat. Subscriptions are priced based on usage, project scale, and services. Unless otherwise agreed, payments are due net 30 days from the date of Customer's receipt of invoice.
9. Term and Termination
9.1 Term and Renewal. Each subscription has a fixed term as specified in the Order Form (typically 12 months) and will automatically renew for successive terms of equal length unless either party provides written notice of non-renewal at least 30 days prior to the end of the current term.
9.2 Termination for Cause. Either party may terminate this agreement with 30 days' written notice if the other party materially breaches these Terms and fails to cure the breach within the notice period. Specset may suspend access immediately in the event of suspected security, legal, or policy violations.
9.3 No Early Termination. You may not terminate the agreement for convenience before the end of the subscription term. Early termination does not relieve your obligation to pay fees for the full term. All fees are non-refundable except as required by law.
9.4 Effect of Termination. Upon termination or expiration, your access to the Services will cease. Specset will retain or delete your data in accordance with our retention policy or upon written request.
10. Disclaimers and Limitation of Liability
The Services are provided "as is" without warranties of any kind. To the maximum extent permitted by law, Specset disclaims all implied warranties, including fitness for a particular purpose. Neither party shall be liable to the other for indirect, incidental, or consequential damages. EXCEPT FOR THIRD PARTY CLAIMS, NEITHER PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT AND/OR THE SERVICES, REGARDLESS OF CAUSE OR THEORY OF RECOVERY, SHALL EXCEED THE AMOUNT OF THE APPLICABLE ORDER.
11. Indemnification
Both parties agree to defend, indemnify, and hold harmless from any claims, damages, or liabilities arising from this agreement and to the extent caused by that party's negligence.
12. Governing Law and Disputes
These Terms are governed by the laws of the State of Washington. Disputes shall be resolved via binding arbitration in King County, Washington, in accordance with AAA Commercial Arbitration Rules. You waive your right to jury trial and class action participation.
13. Modifications
These Terms shall not be modified or amended except through a written instrument signed by both parties.
14. Publicity
Specset may not reference Customer as a Specset user on Specset's website, social media, and other marketing channels, including use of Customer's logo, without the prior written approval of Customer. Upon written approval by Customer, and on a case-by-case basis, Customer may be mentioned in marketing and promotional materials, or other forms as reasonably requested by Specset.
15. Protection of User Content
Specset will implement and maintain industry standard information security policies and processes (including reasonable technical, administrative and physical safeguards) that are designed to prevent unauthorized access to or use or disclosure of any Customer User Content.
16. Confidential Information
Customer retains all right, title and interest (including, but not limited to, intellectual property rights) in and to the User Content and Customer's Confidential Information. Customer's Confidential Information includes, but is not limited to, any third-party contracts uploaded to Specset. It is understood that usage and algorithm data may be derived from such contracts, but the existence and substance of any such contracts shall be treated as Confidential Information.
Each party shall treat as confidential all Confidential Information of the other, shall not use such Confidential Information except as set forth in this Agreement, and will not disclose such Confidential Information to any third party except as expressly permitted herein without the disclosing party's written consent. The receiving party shall use at least the same degree of care which it uses to prevent the disclosure of its own confidential information of like importance to prevent the disclosure of the disclosing party's Confidential Information, but in no event less than reasonable care.
The obligations in this section shall not apply to information that: (a) was already in the possession of the receiving party without restriction prior to the first disclosure; (b) becomes generally available to the public through no improper action by the receiving party; (c) was rightfully disclosed by a third party without restriction; or (d) is independently developed by either party without use of the other's Confidential Information.
17. Contact Information
For questions about these Terms, contact us at legal@specset.com.