TERMS OF SERVICE FOR FOUNDRY

Last Updated: September 20, 2025

IMPORTANT: THESE TERMS CONTAIN AN ARBITRATION AGREEMENT AND CLASS ACTION WAIVER FOR USERS IN CERTAIN JURISDICTIONS. PLEASE READ SECTION 18.

  1. ACCEPTANCE OF TERMS

By accessing, registering for, or using any portion of the Services, or by clicking or checking a box indicating your acceptance, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service (“TOS” or “Terms”) and any policies, guidelines, or addenda that Foundry expressly incorporates by reference. If you are entering into these TOS on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity, its affiliates, and all users who access the Services through your account to these TOS, in which case the terms “Customer,” “you,” and “your” refer to such entity, its affiliates, and users. If you do not have such authority or if you do not agree with these TOS, you must not accept or use the Services.

 

  1. WHO WE ARE

“Foundry,” “we,” “us,” and “our” means FoundryCo, Inc., together with its parents, subsidiaries, affiliates, successors, and assigns (collectively, “Foundry”).

Address: 501 2nd Street, Suite 650, San Francisco, CA 94107, U.S.A.

Email: [email protected].

 

  1. ELIGIBILITY

 

You must be at least the age of majority in your jurisdiction (or have parental consent if permitted by law) and capable of forming a binding contract. You may not use the Services if you are barred under applicable law or are on any U.S. or other applicable sanctions lists. You may not transfer, assign, sub-license, lend, or re-sell the rights granted under this license.

 

  1. ACCOUNT REGISTRATION AND SECURITY
  • You must provide accurate account information and keep it updated. You are responsible for maintaining the confidentiality of credentials and for all activities under your account. Notify us immediately of any unauthorized use or security incident. We may require multi-factor authentication and may suspend accounts for suspected violations. Absolutely no framing of our site is permitted.
  1. SUBSCRIPTIONS, FEES, AND TAXES
  • Certain Services may require payment of fees on a subscription or usage basis as described at the time of purchase or in an order form (“Order”).
  • Unless stated otherwise, fees are billed in advance, non-cancelable, and non-refundable.
  • You authorize us to charge your payment method via our payment processor. Late amounts may accrue interest at the lesser of 1.5% per month or the maximum allowed by law, and you are responsible for reasonable collection costs.
  • Fees are exclusive of taxes; you are responsible for all applicable taxes, duties, and similar charges, excluding taxes based on our net income.
  1. CHANGES TO SERVICES AND TERMS
  • We may modify the Services, features, or fees; material changes will be communicated with reasonable notice where practicable.
  • We may update these Terms from time to time. Your continued use constitutes acceptance.
  • If you do not agree to updated Terms, stop using the Services and, if applicable, cancel your subscription.
  1. USER CONTENT AND LICENSES
  • “User Content” means data, content, files, materials, text, images, audio, video, code, and other information you submit to or through the Services.
  • You retain ownership of your User Content. You grant Foundry a non-exclusive, worldwide, royalty-free license to host, store, reproduce, process, adapt, modify, transmit, display, and distribute User Content solely as necessary to provide, maintain, secure, and improve the Services, to prevent or address service or technical issues, to comply with law, and as otherwise permitted by you.
  • You represent and warrant that you have all rights necessary to grant the above license and that your User Content and use of the Services do not infringe, misappropriate, or violate any rights or laws.
  1. ACCEPTABLE USE

 

You agree not to:

  • Use the Services for unlawful, harmful, fraudulent, infringing, defamatory, or offensive purposes.
  • Upload malware, malicious code, or do anything that disrupts or harms the Services or others’ use.
  • Reverse engineer, decompile, or attempt to access non-public areas or systems without authorization.
  • Circumvent technical controls, usage limits, or security features.
  • Use the Services to develop a competing product or to benchmark, except with our prior written consent.
  • Misrepresent your identity or affiliation or collect personal data without lawful basis and consent where required. Forums and messaging are intended only for the personal use of subscribers and may not be used for commercial purposes or for organized political activity. You will be solely responsible for all content that you post on the Service. We may suspend or terminate access for violations.
  1. INTELLECTUAL PROPERTY; FEEDBACK
  • The Services, including all software, documentation, user interfaces, know-how, and any derivatives or improvements thereof, and all materials published therein, including but not limited to articles, graphical images, interactive applications, audio clips, and video clips (collectively, the “Content”), and all related intellectual property rights therein, are owned by Foundry and/or its licensors and are protected by applicable intellectual property laws, including rights in domain names, service marks, and works of authorship. No intellectual property rights are transferred to you except as expressly set forth in these TOS. If you provide Foundry with comments, suggestions, or other feedback regarding the Services (“Feedback”), you grant Foundry a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate that Feedback into the Services without any obligation to you.
  1. THIRD-PARTY SERVICES AND LINKS
  • The Services may interoperate with or link to third-party services or content. We do not control and are not responsible for third-party services. Your use is subject to their terms and privacy policies.
  • We are not liable for any damages arising from third-party services or links.
  1. PRIVACY AND DATA PROTECTION
  • Our collection and use of personal data are described in our Privacy Policy available at https://foundryco.com/ or as otherwise provided.
  • If a data processing addendum (DPA) is required under applicable law, it will form part of these Terms when executed or accepted by you.
  • You are responsible for providing legally required notices and obtaining consents from individuals whose personal data you submit to the Services.
  1. SECURITY
  • We implement reasonable technical and organizational measures designed to protect the Services and your data. However, no system is completely secure; you are responsible for appropriate backups of your User Content.
  • You must not disclose security vulnerabilities except through our authorized reporting channels.
  1. CONFIDENTIALITY
  • “Confidential Information” means any proprietary, non-public information including: (a) technical, marketing, financial, and business information, know-how, processes, policies, client lists, and data; and (b) any other information or materials of a type, or disclosed in a manner, that would lead a reasonable person to understand it should be considered confidential, disclosed by one party (“Discloser”) to the other party (“Recipient”) that is marked or identified as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information does not include information that: (i) is or becomes publicly available, other than as a result of the Recipient disclosing the information without authorization; (ii) the Recipient rightfully receives or have received from a third party without restrictions on disclosure; or (iii) is independently developed by the Recipient without access, use, or reference to Discloser’s Confidential Information. Recipient will use the Discloser’s Confidential Information only to solely to perform its obligations or exercise its rights under these TOS and will protect it from unauthorized disclosure with the same degree of care it uses to protect its own information of like nature (but not less than reasonable care). Recipient may share the Confidential Information with Authorized Recipients (defined below) who need access for purposes of performing their duties under these TOS and who are subject to confidentiality obligations at least as restrictive as those in these TOS, but it will not disclose the Confidential Information to third parties except as provided in these TOS or with the Discloser’s express written consent. “Authorized Recipients” means the employees, officers, directors, consultants, contractors, advisors, and/or legal counsel of the Recipient. Recipient may disclose Confidential Information as required by applicable law or a court order but must give the Discloser reasonable advanced written notice, unless it is prohibited by law from doing so, and make reasonable efforts to secure confidential treatment of the Confidential Information. Recipient acknowledges that unauthorized disclosure or use of Confidential Information may cause the Discloser to suffer irreparable harm that may not be adequately compensated by monetary damages. In addition to any other remedies that may be available to it, Discloser is entitled to seek injunctive relief, without posting bond, in connection with the Recipient’s imminent or threatened breach of its confidentiality obligations.
  1. BETA, FREE, AND TRIAL FEATURES
  • We may offer trials, free tiers, or beta features. They are provided “as is,” may be modified or discontinued at any time, and may be subject to additional terms. We may limit usage or capacity. Use of the contents or output of the Service, or of any published material obtained directly or indirectly from the websites, online posts, or other publishing channels of Foundry, in connection with any automated machine learning and/or artificial intelligence software or tools or any software of similar functionality or related tools, including, any engine, software, crawler, robot, script, spider, or any other device or mechanism to harvest, mine, compile, collect, or “scrape” any information (collectively, “AI Tools”) is expressly prohibited, except as specifically permitted below or in a written commercial use agreement in which such right is expressly granted, including, without limitation, use of AI Tools (a) to train or develop any machine learning or AI model or AI Tool, or (b) to generate or replicate text, images, or any other material, output, or derivative works, whether for commercial or personal use. Notwithstanding the foregoing, Foundry hereby grants general consent to use of AI Tools which only distribute content from the Service without distorting modifications to the public, without charge and maintains links or reference to the original content in the Service.
  1. SUSPENSION AND TERMINATION
  • You may cancel at any time as described in your account or Order. Except where prohibited by law or stated otherwise, prepaid fees are non-refundable.
  • We may suspend or terminate your access for violation of these Terms, non-payment, risk to the Services or other users, or as required by law. We will use reasonable efforts to notify you of the reason for suspension when lawful and practicable.
  • Upon termination, your right to use the Services ends. We may delete your User Content after a retention period of thirty (30) days unless legally prohibited or otherwise agreed in writing. You are responsible for exporting your data prior to termination.
  1. WARRANTIES; DISCLAIMERS
  • You represent that you will use the Services in compliance with applicable laws and these Terms.
  • THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, FOUNDRY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, OR THAT DATA WILL BE ACCURATE OR PRESERVED WITHOUT LOSS.
  1. LIMITATION OF LIABILITY
  • TO THE MAXIMUM EXTENT PERMITTED BY LAW, FOUNDRY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, DATA, GOODWILL; OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY.
  • TO THE MAXIMUM EXTENT PERMITTED BY LAW, FOUNDRY’S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO FOUNDRY FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY (OR $100 IF YOU HAVE NOT PAID ANY AMOUNTS).
  • THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS; IN SUCH CASES, THE LIMITATIONS APPLY TO THE FULLEST EXTENT PERMITTED.
  1. DISPUTE RESOLUTION; ARBITRATION; CLASS WAIVER

 

This Section may not apply to you if prohibited by law in your jurisdiction.

  • Informal Resolution: Before filing a claim, you agree to email [email protected] with a brief written description of the dispute and your contact information, and to work with us in good faith for thirty (30) days to resolve it informally.
  • Arbitration Agreement: Any dispute, claim, or controversy arising out of or relating to these Terms or the Services that cannot be resolved informally will be resolved by binding individual arbitration administered by JAMS or AAA under its applicable rules. The seat/location of arbitration will be Wilmington, Delaware. Judgment on the award may be entered in any court of competent jurisdiction.
  • Class and Jury Trial Waiver: YOU AND FOUNDRY AGREE THAT EACH MAY BRING CLAIMS ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. ABSENT WRITTEN CONSENT FROM FOUNDRY, THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OF MORE THAN ONE PERSON OR PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING. YOU AND FOUNDRY WAIVE THE RIGHT TO A JURY TRIAL.
  • Opt-Out: You may opt out of arbitration within thirty (30) days of first accepting these Terms by emailing [email protected] with subject “Arbitration Opt-Out” and your account information. Opting out does not affect other provisions.
  1. INDEMNIFICATION

 

You agree to indemnify, defend, and hold harmless Foundry, its officers, directors, employees,

agents, and affiliates from and against any and all third-party claims, damages, liabilities,

judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) arising out of

or relating to (a) your misuse of the Services; (b) your breach of these TOS; (c) any content you

post; or (d) your violation of any law or the rights of a third party. Foundry shall promptly notify

you in writing of any indemnifiable claim, provide reasonable cooperation at your expense, and

allow you sole control over the defense and settlement, provided that you may not settle any

claim that imposes any obligation on Foundry without Foundry’s prior written consent.

 

  1. DMCA AND COPYRIGHT POLICY
  • We respect IP rights. If you believe content on the Services infringes your copyright, send a notice pursuant to 17 U.S.C. § 512 to: DMCA Agent, 501 2nd Street, Suite 650, San Francisco, CA  94107 U.S.A., [email protected], including:
  • Your contact details and physical/electronic signature
  • Identification of the copyrighted work and the allegedly infringing material
  • The URL or location of the material
  • A statement of good faith belief and accuracy under penalty of perjury that you are authorized to act
  • We may remove content and terminate repeat infringers where appropriate.
  1. EXPORT, SANCTIONS, AND ANTI-CORRUPTION

 

You represent that you are not located in, under the control of, or a national/resident of any country or person subject to sanctions. You will comply with all export control and anti-corruption laws (including the U.S. Export Administration Regulations, OFAC regulations, FCPA, and similar laws).

 

  1. GOVERNMENT USE

 

If you are a U.S. government end user, the Services and documentation are “Commercial Items” as defined in 48 C.F.R. §2.101 and are provided with only those rights as set forth in these Terms.

 

  1. MOBILE APPLICATIONS AND APP STORE TERMS

 

If you download our mobile app from an app store, you acknowledge that:

  • These Terms are between you and Foundry only.
  • The app store provider is not responsible for the app or its content and has no obligation to provide maintenance or support.
  • You must comply with the app store’s terms. You acknowledge the app store provider is a third-party beneficiary of this section.
  1. PUBLICITY

 

If you are an organization, unless you opt out by emailing [email protected], you grant us the right to use your name and logo to identify you as a customer on our website and in marketing materials, consistent with your brand guidelines.

 

  1. MONITORING; SUSPICIOUS ACTIVITY; COMPLIANCE

 

Foundry reserves the right to monitor content posted on or use of the Services for compliance, security, fraud prevention, and service improvement, and to modify or remove any messages or postings that Foundry deems, in its sole and absolute discretion, to be abusive, defamatory, in violation of any copyright, trademark, or other intellectual property right of any third party, or otherwise inappropriate for the Services. Foundry also reserve the right to edit or modify any submissions in response to requests for feedback, Letters to the Editor, or other commentary. Notwithstanding the foregoing, Foundry is not obligated to take any such actions and will not be responsible or liable for content posted by any subscriber in any forum, message board, or other area within the Services. Foundry reserved the right to report suspected unlawful activity to law enforcement.

 

  1. SERVICE-SPECIFIC TERMS

 

Certain features or services may be subject to additional terms presented at the time of use or in an Order. Those terms are incorporated by reference and control to the extent of any conflict.

 

  1. NOTICES

 

We may provide notices by email, in-product messages, or posting to the Services. Your notices

to us must be sent to [email protected] with a copy to 501 2nd Street, Suite 650, San

Francisco, CA  94107 U.S.A., Attention: Legal.

 

  1. ASSIGNMENT

 

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of assets.

 

  1. ENTIRE AGREEMENT; ORDER OF PRECEDENCE

 

These Terms, any Orders, the Privacy Policy, and any applicable DPA or service-specific terms constitute the entire agreement and supersede prior agreements on the subject. In case of conflict, the following order applies: Order, DPA (for data processing matters), service-specific terms, these Terms, Privacy Policy.

 

  1. SEVERABILITY; WAIVER

 

If any provision is unenforceable, it will be limited to the minimum extent necessary, and the remainder will remain in effect. Failure to enforce any provision is not a waiver.

 

  1. FORCE MAJEURE

 

We are not liable for failure or delay due to events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, labor actions, government actions, utility failures, and internet or telecommunications issues.

 

  1. GOVERNING LAW AND VENUE

 

These Terms are governed by and construed in accordance with the laws of the State of Delaware, as applied to contracts entered into and performed within the State of Delaware. You agree to grant jurisdiction over yourself to the courts of the State of Delaware and designate it as the forum for resolution of all disputes arising under these TOS.

 

  1. INTERPRETATION

 

Headings are for convenience only. “Including” means “including without limitation.” The English version of these Terms controls.

 

  1. CONTACT

 

Questions about these Terms:

Email [email protected]

Mail:

501 2nd Street, Suite 650

San Francisco, CA  94107 U.S.A.

Attn: Legal Department