Bryj Beam Terms of Service

Effective Date: February 17th, 2026

Terms capitalized have the definition assigned to them in Article 1 – Definitions or elsewhere in these Terms.

These Terms of Service (“Terms”) govern access to and use of the Bryj Beam platform and related services (the “Platform”) provided by Bryj Technologies, Inc., a Delaware corporation (“Bryj,” “we,” “us,” or “our”).

By creating an account, executing an Order Form, or otherwise accessing or using the Platform, you (“Customer,” “you”) agree to these Terms.

If you are accepting these Terms on behalf of an organization, you represent that you have authority to bind that organization

You declare that, prior to accepting these Terms, Bryj provided detailed essential characteristics of the Services accessible on the Bryj website, allowing you to assess the suitability of the Services to your needs.

Plain–English Summary (Non–Binding)

The summary below is for convenience only and does not modify the binding Terms.
You’re buying subscription access to Bryj Beam.
You own your data. Bryj owns the platform.
You’re responsible for your campaigns, messaging compliance, and content.
Bryj does not guarantee marketing results.
Liability is limited.
You can export your data after termination.
Subscriptions auto–renew unless cancelled with notice

1. Définitions

“Platform” means the Bryj Beam SaaS platform, including Beam Studio, Beam Engage, Beam Acquire, Beam Insights, and related modules, features, and tools.

“Services” means subscription–based access to the Platform and any related support services.

“Customer Data” means data, content, materials, and information submitted to the Platform by or on behalf of Customer or its Authorized Users.

“Usage Data” means anonymized, aggregated data derived from operation and use of the Platform that does not identify Customer or any individual.

“Authorized Users” means employees, contractors, or agents authorized by Customer to access and use the Platform.

“Subscription Term” means the period during which Customer is authorized to access the Services.

“Bryj Technology” means all technology, software, tools, modules, interfaces, dashboards, workflows, templates, automation features, algorithms, models, APIs, integrations, SDKs, documentation, and related materials made available as part of the Bryj Beam Platform, including all copies, adaptations, derivatives, enhancements, modifications, and improvements thereto, and all Intellectual Property Rights therein. Bryj Technology includes all technology owned or controlled by Provider prior to the Effective Date, as well as any updates, upgrades, enhancements, configurations, optimizations, or new features developed or made available by Provider during the Subscription Term. For clarity, Bryj Technology excludes Customer Data and does not transfer ownership of any underlying software, source code, system architecture, or proprietary materials to Customer.

“Intellectual Property Rights” means all (a) patents, patent disclosures and inventions (whether patentable or not), (b) trademarks, service marks, trade dress, trade names, logos, corporate names and domain names, together with all goodwill associated therewith, (c) copyrights and copyrightable works (including without limitation computer programs), (d) trade secrets, know–how and other confidential information and (e) all other intellectual property rights, in each case whether registered or unregistered and including all applications for, and renewals or extensions of, such rights, and all similar or equivalent rights or forms of protection throughout the world.

“Provider” means Bryj Technologies, Inc., a Delaware corporation, and its affiliates, subsidiaries, successors, and permitted assigns.

“Site” means any websites, web applications, dashboards, portals, or online properties operated by Bryj through which the Platform or Services are made available, including bryj.ai and related subdomains.

“Bryj Managed Services” means professional services, consulting services, implementation services, or other managed or custom services provided by Bryj pursuato a separate agreement or Order Form, which are distinct from and not included within the subscription–based Bryj Beam Platform unless expressly state

2. Ownership and License

2.1 Ownership
2.1.1 Bryj

Bryj is and will remain the sole and exclusive owner of all right, title, and interest in and to the Bryj Technology and Usage Data, including all related Intellectual Property Rights. Except for the limited rights expressly granted in this Agreement, nothing herein transfers or grants to Customer any ownership interest in the Bryj Technology or Usage Data. Bryj reserves all rights not expressly granted under this Agreement.

For clarity, Bryj Technology includes the Bryj Beam Platform and all underlying software, source code, architecture, modules, features, configurations, templates, automation systems, analytics models, APIs, integrations, enhancements, improvements, and derivative works thereof.

2.1.2 Customer

Customer retains all right, title, and interest in and to its Customer Data. Except for the limited rights expressly granted to Bryj under this Agreement, nothing herein transfers ownership of Customer Data to Bryj.

Customer acknowledges that the Platform is provided as a hosted service and that no ownership rights in any software, technology, source code, or underlying systems are transferred to Customer.

2.2 Subscription License

Subject to Customer’s compliance with this Agreement and payment of applicable fees, Bryj grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services during the applicable Subscription Term solely for

Customer’s internal business purposes and in accordance with the applicable subscription plan or Order Form.Access to the Platform does not include delivery of object code, source code, or any ownership interest in the Bryj Technology.

2.3 Platform Tools and Integrations

To the extent the Services include APIs, SDKs, integrations, configuration tools, templates, automation workflows, or similar components made available by Bryj (collectively, “Platform Tools”), such components are part of the Bryj Technology and may be used by Customer solely in connection with its authorized use of the Services during the Subscription Term.

Platform Tools may not be used on a standalone basis, sublicensed, or used to develop or enhance any competing product or service.

2.4 License to Customer Data

Customer grants Bryj a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, analyze, display, reproduce, modify, and create derivative works of Customer Data solely as necessary to provide, maintain, secure, support, and improve the Services during the Subscription Term.

Bryj may also use Usage Data in anonymized and aggregated form to operate, enhance, benchmark, and improve the Platform, provided such data does not identify Customer or individual end users.

3. Subscription Plans and Fees

3.1 Plans

Access to the Platform is provided under subscription plans (including Launch, Grow, Scale, or other plans made available).

Plans may include usage limits, feature restrictions, or volume thresholds.

3.2 Fees

Customer agrees to pay all applicable fees as described at checkout or in an Order Form.

Unless otherwise specified:

  • Subscriptions automatically renew for successive terms equal to the initial Subscription Term.
  • Bryj may modify pricing for renewals upon reasonable advance notice.
  • Fees are non-refundable except as expressly stated in these Terms.
3.3 Overages

If Customer exceeds plan limits, Bryj may invoice Customer for overages at the applicable rate.

 3.4 Taxes

Fees exclude taxes. Customer is responsible for all applicable taxes except taxes based on Bryj’s net income.

3.5 Support and Maintenance

Bryj will provide standard support as described on its website or in the applicable subscription plan. Unless expressly stated in a separate Service Level Agreement (“SLA”), Bryj does not guarantee specific response times, uptime levels, or service availability.

Bryj may perform maintenance, updates, or upgrades from time to time. Bryj will use commercially reasonable efforts to provide advance notice of scheduled maintenance that may materially affect availability.

3.6 Publicity

Unless Customer opts out in writing, Customer grants Bryj the right to use Customer’s name and logo solely to identify Customer as a Bryj customer in Bryj’s marketing materials. Bryj will not disclose Customer’s Confidential Information in connection with such use.

4. Customer Responsibilities

Customer is solely responsible for all access to and use of the Services under its account, whether by Authorized Users or otherwise. Customer agrees to:

4.1 Account and Access Security

(a) Maintain the confidentiality of account credentials, passwords, API keys, and authentication tokens;

(b) Restrict access to the Services to Authorized Users only;

(c) Promptly notify Bryj of any unauthorized access, suspected breach, or misuse of the Services;

(d) Ensure that Authorized Users comply with these Terms; and

(e) Remain fully responsible for all activities conducted through its account.

Bryj is not liable for any loss or damage arising from unauthorized use of Customer’s credentials or account.

4.2 Compliance with Laws

Customer is solely responsible for ensuring that its use of the Services complies with all applicable laws, regulations, and industry standards, including without limitation:

  • Data protection and privacy laws;
  • Consumer protection laws;
  • Advertising and marketing regulations;
  • Anti-spam and electronic communications laws;
  • Telemarketing and messaging regulations;
  • Intellectual property laws;
  • Export control and sanctions laws; and
  • Industry-specific regulatory requirements applicable to Customer’s business.


Customer acknowledges that Bryj does not provide legal advice and that Customer is responsible for determining the legal requirements applicable to its campaigns and communications.

For clarity, Customer is solely responsible for compliance with marketing and messaging laws, including without limitation TCPA, CAN-SPAM, CASL, ePrivacy/PECR, and similar laws governing email, SMS, push notifications, and other communications.

4.3 Messaging, Campaigns, and Communications

Customer is solely responsible for:

(a) The content, accuracy, legality, and substantiation of all campaigns, promotions, advertisements, push notifications, emails, SMS messages, in-app messages, and other communications distributed through the Platform;

(b) Ensuring that all marketing claims are truthful and not misleading;

(c) Managing opt-in and opt-out preferences;

(d) Honoring unsubscribe and withdrawal-of-consent requests in a timely manner; and

(e) Ensuring compliance with applicable consent, disclosure, and recordkeeping requirements.

Bryj does not review, approve, or monitor Customer campaigns and is not responsible for their legality, performance, or outcomes.

4.4 Consent and End-User Data

Customer represents and warrants that it has obtained and will maintain all necessary rights, permissions, and legally valid consents from end users for:

  • The collection, processing, and use of personal data;
  • The sending of marketing and transactional communications;
  • The use of tracking technologies or analytics tools; and
  • The transfer of data to Bryj for processing.Customer is responsible for maintaining appropriate privacy notices and disclosures.
4.5 Customer Data

Customer is solely responsible for:

  • The accuracy, integrity, and legality of Customer Data;
  • Ensuring Customer Data does not infringe third-party rights;
  • Ensuring Customer Data does not contain unlawful, harmful, defamatory, or infringingcontent; and
  • Ensuring Customer Data does not introduce viruses, malware, or malicious code into the Platform.


Bryj has no obligation to monitor Customer Data but reserves the right to remove or disable access to content that violates these Terms.

4.6 Third-Party Integrations

If Customer integrates the Platform with third-party services (including app stores, analytics providers, payment processors, advertising networks, or CRM systems),

Customer is responsible for: 

  • Compliance with the third party’s terms;
  • Configuration and security of such integrations;
  • Accuracy of data transmitted to or from such systems; and
  • Any claims arising from the use of such integrations.


Bryj is not responsible for third-party systems or their availability, security, or performance.

4.7 Prohibited Use and Misuse Customer Content

Customer may not use the Platform to:

  • Distribute unlawful, fraudulent, deceptive, or harmful content or engage in fraudulent, misleading, or deceptive practices;
  • Send unsolicited or unlawful communications;
  • Engage in harassment, discrimination, or abuse;
  • Circumvent usage limits;

  • Store, transmit, or distribute Customer Content that is unlawful, infringing, defamatory, deceptive, obscene, abusive, discriminatory, or otherwise violates applicable law;

  • (c) Transmit Customer Content that violates intellectual property or privacy rights of any third party.

  • Conduct security testing without authorization;
  • Develop or enhance a competing product;
  • Engage in activity that could damage, disable, or impair the Platform.

Bryj may suspend or terminate access if Customer violates this Section.

4.8 Regulated Industries

Customer is solely responsible for determining whether its use of the Services implicates regulated industries (including financial services, healthcare, gambling, alcohol, or other regulated sectors) and ensuring compliance with applicable regulatory requirements.

Unless expressly agreed in writing, the Platform is not intended to support compliance with industry-specific regulatory frameworks.

4.8.A Healthcare and Sensitive Data

Customer will not use the Platform to collect, store, or process Protected Health Information (“PHI”) as defined under HIPAA unless Bryj has expressly agreed in writing and the parties have executed a Business Associate Agreement. The Platform is not designed for HIPAA compliance by default.

4.8.B Children’s Data

Customer will not knowingly collect, store, or transmit personal data of children under thirteen (13) years of age (or such higher age required under applicable law) through the Platform without obtaining legally required consents.

4.9 AI and Automated Features

To the extent the Platform provides automated recommendations, segmentation logic, analytics insights, or content suggestions, Customer is responsible for reviewing and approving all outputs prior to implementation.

Customer acknowledges that automated features are tools to assist decision-making and do not replace Customer’s independent judgment.

4.10 Indemnification Acknowledgment

Customer acknowledges that violations of this Section may result in regulatory penalties, third-party claims, or damages and agrees that it is responsible for such liabilities arising from its use of the Platform.

5. Restrictions to the subscription license

Customer may use the Services only as expressly permitted under this Agreement.

Customer shall not, and shall not permit any Authorized User or third party to:

5.1 Restrictions to the subscription license

(a) Access or use the Bryj Technology for any purpose other than Customer’s internal business operations;

(b) Use the Platform to develop, build, enhance, or operate a competing product or service;

(c) Provide, resell, rent, lease, sublicense, or otherwise make the Services available to any third party except as expressly permitted under this Agreement;

(d) Circumvent or attempt to circumvent usage limits, subscription restrictions, or access controls

5.2 Interference and Security Violations

(a) Interfere with or disrupt the integrity, availability, or performance of the Platform;

(b) Attempt to gain unauthorized access to the Platform, related systems, or networks;

(c) Conduct vulnerability scanning, penetration testing, or similar security testing without Bryj’s prior written consent;

(d) Introduce viruses, malware, malicious code, or harmful scripts into the Platform.

5.3 Reverse Engineering and Intellectual Property

(a) Decompile, disassemble, reverse engineer, or attempt to derive source code, algorithms, or underlying architecture of the Bryj Technology;

(b) Modify, copy, reproduce, or create derivative works of the Platform except as expressly permitted;

(c) Remove, obscure, or alter any proprietary notices, trademarks, or intellectual property markings;

(d) Access the Platform to benchmark or publicly disclose performance results without Bryj’s prior written consent.

5.4 Unlawful or Harmful Content

(a) Store, transmit, or distribute content that is unlawful, infringing, defamatory, deceptive, obscene, abusive, discriminatory, or otherwise violates applicable law;

(b) Use the Platform to engage in fraudulent, misleading, or deceptive practices;

(c) Transmit content that violates intellectual property or privacy rights of any third party.

5.5 Regulatory and Sanctions Compliance

Customer shall not access or use the Platform in violation of export control laws, trade sanctions, or similar regulations. Customer represents that it is not located in, and will not use the Platform from, a jurisdiction subject to applicable trade restrictions.

5.6 Enforcement and Suspension

Bryj reserves the right to investigate suspected violations of this Section. If Bryj reasonably determines that Customer has violated this Section, Bryj may suspend or terminate Customer’s access to the Services, in whole or in part, without liability, in addition to any other remedies available under this Agreement. Bryj may also suspend Services where reasonably necessary to comply with law or protect platform integrity.

Bryj may also remove or disable access to content that violates this Section.

6. Data and Privacy

6.1 Customer Data Ownership

As between the parties, Customer retains all right, title, and interest in and to Customer Data. Nothing in this Agreement transfers ownership of Customer Data to Bryj.

Customer is solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of Customer Data and for obtaining all necessary rights, consents, and permissions to provide Customer Data to Bryj and to permit Bryj to process such data in accordance with this Agreement.

Customer acknowledges that the Services operate on hosted infrastructure and that Customer Data may be stored, processed, and transmitted in locations where Bryj or its subprocessors maintain facilities, subject to applicable data protection laws.

6.2 License to Bryj

Customer grants Bryj a worldwide, non-exclusive, royalty-free license during the Subscription Term to host, store, reproduce, process, transmit, display, modify, create derivative works of, and otherwise use Customer Data solely as necessary to:

(a) provide, maintain, secure, and support the Services;

(b) configure, optimize, and improve the functionality, performance, and reliability of the Platform;

(c) prevent fraud, misuse, or security threats; and

(d) comply with applicable laws.

Except as expressly permitted herein, Bryj will not use Customer Data for its own independent marketing purposes or disclose Customer Data to third parties other than subprocessors engaged to support the Services, subject to confidentiality and data protection obligations.

For clarity, this license does not grant Bryj ownership of Customer Data and terminates upon expiration or termination of the Agreement, except as otherwise required for legal compliance or archival purposes.

6.4 Data Processing and GDPR Compliance

To the extent Bryj processes personal data on behalf of Customer in connection with the Services, Bryj acts as a data processor (or service provider, as applicable), and Customer acts as the data controller (or business, as applicable).

The parties agree to comply with applicable data protection laws, including without limitation the General Data Protection Regulation (EU) 2016/679 (“GDPR”), the UK GDPR, the California Consumer Privacy Act (CCPA) as amended, and other applicable privacy laws.

Where required by applicable law, the parties will enter into a separate Data Processing Addendum (“DPA”), which will form part of these Terms and govern:

  • The subject matter and duration of processing;
  • The nature and purpose of processing;
  • The types of personal data and categories of data subjects;
  • Subprocessor engagement;
  • Cross-border data transfers, including Standard Contractual Clauses where applicable;
  • Security measures; and
  • Breach notification obligations.


In the event of a conflict between the DPA and these Terms regarding personal data processing, the DPA will control.

6.5 Security Measures

Bryj will implement and maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect Customer Data against unauthorized access, use, alteration, or disclosure.

Customer acknowledges that no system can be guaranteed to be completely secure and agrees that Bryj’s obligation is to implement reasonable safeguards consistent with industry standards.

6.6 Data Retention and Deletion

Upon expiration or termination of the Subscription Term, Customer may export Customer Data for a period of thirty (30) days, unless otherwise agreed in writing.

After such period, Bryj may delete Customer Data from its production systems, except to the extent retention is required by applicable law or necessary for legal, regulatory, or backup purposes.

6.7 Data Portability

During the Subscription Term and for thirty (30) days following termination or expiration (unless otherwise agreed in writing), Customer may export its Customer Data using the functionality made available within the Platform or by submitting a written request to Bryj.

Bryj will provide Customer Data in a commonly used, machine-readable format, subject to technical limitations of the Platform.

Bryj is not obligated to retain Customer Data beyond the post-termination access period described in Section 6.6 and thereafter may delete Customer Data in accordance with its data retention practices.

Data portability rights apply only to Customer Data and do not include Bryj Technology, Usage Data, derived analytics, benchmarking data, or system-level metadata.

7. AI and Automated Features

The Platform may provide automated recommendations, analytics, or workflow suggestions.

Customer is responsible for reviewing and approving all content, campaigns, and decisions before implementation.

Bryj does not guarantee performance outcomes, revenue results, or business impact from use of the Platform.

7.1 Beta Features

Bryj may make available features identified as beta, preview, pilot, or early access (“Beta Features”). Use of Beta Features is optional. Beta Features are provided “AS IS” and may be modified or discontinued at any time. Beta Features are not subject to any SLA unless expressly stated in writing. Bryj will have no liability arising from Customer’s use of Beta Features.

8. Third-Party Services

The Platform may integrate with third-party services (including app stores, analytics providers, payment processors, or advertising networks).

Bryj is not responsible for third-party services, which are governed by their own terms.

9. Confidentiality

9.1 Scope

“Confidential Information” means any non-public information disclosed by one party (“Disclosing Party”) to the other party (“Receiving Party”) in connection with the Bryj Beam Platform or these Terms, whether disclosed in writing, orally, electronically, or by other means, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

Confidentiality obligations survive for five (5) years, except trade secrets which survive as long as protected by law.

Bryj’s Confidential Information includes, without limitation:

  • The Bryj Technology and non-public aspects of the Platform;
  • Product roadmaps, technical architecture, system designs, security information, pricing (other than publicly available pricing), and performance information;
  • Non-public business, operational, or financial information.
  • Customer’s Confidential Information includes:
  • Customer Data;
  • Non-public business, operational, or financial information disclosed to Bryj;
  • Any non-public information provided in connection with the use of the Platform.


Confidential Information does not include information that the Receiving Party can demonstrate:

(a) is or becomes publicly available through no breach of these Terms;

(b) was lawfully known to the Receiving Party prior to disclosure without restriction;

(c) is independently developed without use of or reference to the Disclosing Party’s Confidential Information; or

(d) is lawfully obtained from a third party without restriction and without breach of any obligation.

9.2 Restricted Use and Nondisclosure

The Receiving Party will:

(a) use Confidential Information solely to perform its obligations or exercise its rights under these Terms;

(b) not disclose Confidential Information to any third party except to its employees, affiliates, contractors, advisors, or service providers who have a need to know such information and are bound by confidentiality obligations at least as protective as those contained herein; and

(c) protect Confidential Information using reasonable administrative, technical, and organizational safeguards, and in no event less than the degree of care it uses to protect its own confidential information of similar nature.

Each party remains responsible for any breach of this Section by its personnel or service providers.

9.3 Required Disclosure

If the Receiving Party is required by law, regulation, or court order to disclose Confidential

Information, it will, to the extent legally permitted:

  • Provide prompt written notice to the Disclosing Party; and
  • Cooperate in seeking a protective order or confidential treatment.


Disclosures will be limited to the portion of Confidential Information legally required to be disclosed.

9.4 Ownership

All Confidential Information remains the property of the Disclosing Party.

Nothing in these Terms transfers any ownership rights in Confidential Information. No license or right is granted except as expressly set forth in these Terms.

The incorporation of Confidential Information into analyses, reports, or other materials does not affect its confidential nature.

9.5 Return or Destruction

Upon written request, the Receiving Party will return or destroy Confidential Information, except for copies retained in routine backups or as required by law. Any retained Confidential Information remains subject to the confidentiality obligations in this Section

10. Warranties and Disclaimer

Bryj warrants that it will provide the Services in a commercially reasonable manner.

EXCEPT AS EXPRESSLY PROVIDED, THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” BRYJ DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON–INFRINGEMENT.

Bryj does not warrant uninterrupted or error–free operation

11. Indemnification

11.1 Customer Indemnification

Customer will defend, indemnify, and hold harmless Bryj, its affiliates, officers, directors, employees, contractors, and agents from and against any third-party claims, demands, suits, or proceedings, and all related liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:

(a) Customer’s use of the Services in violation of this Agreement;

(b) Customer Data, including its content, accuracy, or legality;

(c) Customer’s campaigns, communications, advertisements, or marketing activities
conducted through the Platform;

(d) Customer’s violation of applicable laws, including privacy, data protection, consumer
protection, marketing, or intellectual property laws;

(e) Customer’s infringement or misappropriation of a third party’s intellectual property or
other rights; or

(f) Customer’s integration of or reliance on third-party services.

Bryj will promptly notify Customer of any such claim and will reasonably cooperate in the defense. Customer will not settle any claim in a manner that imposes liability or obligations on Bryj without Bryj’s prior written consent

11.2 Bryj Indemnification

Bryj will defend Customer against any third–party claim alleging that the unmodified core Bryj Technology infringes a valid U.S. intellectual property right and will indemnify Customer for damages finally awarded by a court or agreed to in settlement.

Bryj will have no obligation under this Section to the extent a claim arises from:

(a) Customer Data;

(b) Customer’s campaigns or communications;

(c) Modifications to the Platform not made by Bryj;

(d) Use of the Services in combination with third–party services not provided by Bryj;

(e) Use of the Services in violation of this Agreement.

If such a claim arises, Bryj may, at its option:

(i) procure the right for Customer to continue using the Services;

(ii) modify the Services to be non–infringing; or

(iii) terminate the affected Services and refund prepaid fees for the unused portion of the Subscription Term.

This Section states Bryj’s sole and exclusive liability, and Customer’s sole and exclusive remedy, for intellectual property infringement claims.

12. Limitation of Liability

12.1 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES

12.2 Liability Cap

EXCEPT AS EXPRESSLY PROVIDED BELOW, EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO BRYJ IN THE TWELVE (12) MONTHS PRECEDING THE
EVENT GIVING RISE TO LIABILITY

12.3 Carve–Outs

The limitations in Sections 12.1 and 12.2 do not apply to:

(a) Customer’s payment obligations;

(b) Customer’s indemnification obligations under Section 11.1;

(c) A party’s gross negligence or willful misconduct; or

(d) Breach of confidentiality obligations under Section 9.

Notwithstanding the foregoing, under no circumstances will Bryj’s total liability for indemnification under Section 11.2 exceed two (2) times the fees paid by Customer in the twelve (12) months preceding the claim.

Service credits apply only if Customer and Bryj have executed a separate Service Level Agreement expressly providing for such credits. If no SLA applies, Customer’s remedies for service availability issues are limited to those expressly stated in this Agreement

13. Term and Termination

13.1 Subscription Term

These Terms remain in effect for the applicable Subscription Term and automatically renew as described in Section 3.2

13.2 Termination for Cause

Either party may terminate upon written notice if the other party materially breaches these Terms and fails to cure such breach within thirty (30) days after notice. Bryj may immediately suspend or terminate if Customer violates Sections 4 or 5 in a manner that poses legal, regulatory, or security risk

13.3 Suspension

Bryj may suspend access if:

(a) use poses a security risk;

(b) use violates Sections 4 or 5;

(c) required by law; or

(d) payment is overdue.

Bryj will use reasonable efforts to limit suspension and restore access promptly once the
issue is resolved

13.4 Effect of Termination

Upon termination:

  • Access ceases;
  • Customer may export Customer Data for thirty (30) days;
  • Fees accrued remain payable.
13.5 Survival

Ownership, Confidentiality, Indemnification, Limitation of Liability, Data Usage Rights,
Governing Law, and General survive termination.

14. Modifications

Bryj may update these Terms from time to time. For material changes, Bryj will provide reasonable notice (including by email or in–app notification). Continued use following the effective date constitutes acceptance

14.1 Changes to the Platform

Bryj may update, modify, or discontinue features of the Platform from time to time. Bryj will not materially reduce core functionality during a paid Subscription Term without reasonable notice. This Section does not apply to Beta Features.

15. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to conflict–
of–law principles.

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services
shall be resolved by binding arbitration administered by either:
  • JAMS pursuant to its Comprehensive Arbitration Rules and Procedures; or
  • The American Arbitration Association (“AAA”) pursuant to its Commercial Arbitration
    Rules,

as selected by Bryj.

The arbitration shall take place in Santa Clara County, California, before a single arbitrator. The arbitrator shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this arbitration provision.

Judgment on the award rendered by the arbitrator may be entered in any court having
jurisdiction.

Nothing herein prevents either party from seeking injunctive or equitable relief in a court of
competent jurisdiction

16. General

Customer may not assign these Terms without Bryj’s prior written consent, except in connection with a merger or sale of substantially all assets. Bryj may assign these Terms without restriction.

Neither party is liable for failure nor delay due to causes beyond reasonable control (including natural disasters, acts of government, internet outages, third–party infrastructure failure).

These Terms constitute the entire agreement regarding the Platform and supersede prior agreements relating to the same subject matter.

16.1 Notices

Bryj may provide notices under these Terms by email, in–product notification, or posting on the Site. Customer must maintain current contact information.

Legal notices to Bryj must be sent to: legal@bryj.ai