SimForge Terms of Service

You must be legally able to enter into these Terms to use the Services. You agree to provide accurate registration information, maintain the security of your credentials, and be responsible for all activity occurring under your account.

SimForge provides cloud-based simulation, scenario generation, data infrastructure, and related tooling for physical AI applications, including autonomous systems, robotics, mobility, and perception workflows. The Services may include access to hosted simulation environments, visualization tools, digital twins, HD maps, scenario assets, APIs, and generated outputs.

Subject to these Terms and your payment of all applicable fees, SimForge grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the applicable subscription term solely for your internal business purposes.

Except as expressly permitted in writing by SimForge, you may not copy, reproduce, distribute, sell, lease, sublicense, or otherwise commercialize the Services; reverse engineer, decompile, disassemble, or attempt to derive source code, trade secrets, or underlying data structures from the Services; remove, obscure, or alter proprietary notices; use the Services to create a competing product or service; access the Services in a manner intended to benchmark, scrape, harvest, or extract platform data or infrastructure beyond authorized use; or use the Services in violation of law or third-party rights.

As between the parties, SimForge and its licensors retain all right, title, and interest in and to the Services, including all software, infrastructure, user interfaces, workflows, simulation engines, scene assets, prebuilt environments, HD maps, digital twin data, geospatial layers, underlying datasets, documentation, and all related intellectual property rights, collectively, SimForge Platform Content.

Access to any HD map, digital twin, or other SimForge Platform Content through the Services is provided solely on a hosted, limited-access basis unless otherwise expressly agreed in a signed writing by SimForge. You may not download, export, extract, copy, replicate, cache, store locally, redistribute, resell, or otherwise obtain possession of any HD map, digital twin, or other SimForge Platform Content, in whole or in part, except for limited output files expressly made available by the Services for download.

Without limiting the foregoing, unless expressly authorized by SimForge in a separate written agreement, you may not download or export any HD map or digital twin from SimForge SimCloud; reconstruct or attempt to reconstruct any HD map, digital twin, or underlying scene database from screenshots, rendered outputs, APIs, logs, metadata, or derivative exports; use the Services to create a substitute dataset that replicates SimForge Platform Content; or access SimForge Platform Content except as necessary to use the Services as intended.

Any unauthorized download, extraction, or reuse of SimForge Platform Content is a material breach of these Terms.

You retain ownership of data, prompts, parameters, configurations, code, model weights, training recipes, scene definitions, and other content you upload to or submit through the Services, called Customer Inputs, subject to the rights you grant below.

Subject to your compliance with these Terms and applicable law, you own all right, title, and interest in and to models, model weights, fine-tuned models, checkpoints, and other model artifacts that you create using the SimForge SimCloud product, to the extent created from your Customer Inputs or through your authorized use of the Services, called Customer-Created Models.

SimForge does not claim ownership of your Customer-Created Models solely because they were created, trained, fine-tuned, evaluated, or hosted using the Services.

Your ownership of Customer-Created Models does not include any ownership right in, or license to download, extract, or otherwise use separately, any SimForge Platform Content, including HD maps, digital twins, scene assets, or proprietary datasets embedded in, exposed through, or used within the Services. These Terms do not transfer any ownership of SimForge Platform Content to you.

You grant SimForge a non-exclusive, worldwide, limited license to host, copy, process, transmit, and otherwise use Customer Inputs and Customer-Created Models solely as necessary to provide, maintain, secure, support, and improve the Services for you, and as otherwise permitted by your settings, instructions, or separate written agreement.

The Services may generate simulations, analytics, logs, metrics, renderings, reports, visualizations, and other outputs, called Outputs. As between the parties, and except for SimForge Platform Content embodied in or necessary to the Outputs, Outputs generated specifically for you through your authorized use of the Services are owned by you.

If any Output includes, reflects, or is derived from SimForge Platform Content, your rights in such Output are limited to the intended business use of that Output and do not include the right to extract, reuse, or create a standalone substitute for the underlying SimForge Platform Content.

If you provide suggestions, ideas, enhancement requests, or other feedback regarding the Services, called Feedback, SimForge may use that Feedback without restriction or obligation to you.

You agree to pay all fees applicable to your subscription or use of the Services in accordance with your order form or pricing plan. Except as otherwise stated, fees are non-refundable.

SimForge may suspend access to the Services for late payment after providing any notice required by applicable law or contract.

Each party may receive non-public information of the other party that is designated confidential or that should reasonably be understood to be confidential, called Confidential Information. Each party will protect the other's confidential information using reasonable care and will use it only as necessary to perform under these Terms.

Confidential Information does not include information that: (a) is or becomes public without breach of these Terms; (b) was known to the receiving party without restriction before receipt; (c) is received from a third party without breach of any duty; or (d) is independently developed without use of the disclosing party's Confidential Information.

You may not use the Services to violate any law, regulation, or third-party right; upload malicious code, interfere with the Services, or circumvent security or access controls; access non-public areas of the Services without authorization; infringe intellectual property, privacy, publicity, or confidentiality rights; generate or disseminate unlawful, fraudulent, or harmful content; or use the Services in safety-critical real-world deployment without appropriate validation, human oversight, and compliance safeguards.

The Services may interoperate with or include third-party software, open-source software, cloud infrastructure, maps, datasets, or other services. Such third-party materials may be subject to separate terms, and SimForge is not responsible for third-party products or services except as expressly provided in these Terms.

SimForge may offer alpha, beta, preview, or experimental features, called Beta Features. Beta Features may be incomplete, subject to change, and provided as is without warranties of any kind. SimForge may suspend or discontinue Beta Features at any time.

SimForge will implement reasonable administrative, technical, and organizational safeguards designed to protect Customer Inputs from unauthorized access, use, or disclosure. Your use of the Services is also subject to the SimForge Privacy Policy.

SimForge may suspend or terminate your access to the Services if you materially breach these Terms, including any unauthorized attempt to download, extract, replicate, or misuse HD maps, digital twins, or other SimForge Platform Content.

You may stop using the Services at any time. Upon termination or expiration, your right to access the Services ends, except that SimForge may permit limited post-termination access for data export where expressly provided in your plan or order form.

Sections that by their nature should survive termination will survive, including ownership, payment obligations, confidentiality, disclaimers, limitations of liability, and dispute provisions.

THE SERVICES, INCLUDING ANY BETA FEATURES, ARE PROVIDED AS IS AND AS AVAILABLE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SIMFORGE DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

SIMFORGE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR THAT ANY OUTPUTS WILL BE ACCURATE, COMPLETE, OR SUITABLE FOR ANY PARTICULAR PURPOSE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL SIMFORGE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SIMFORGE'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY YOU TO SIMFORGE FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

You will defend, indemnify, and hold harmless SimForge and its officers, directors, employees, and affiliates from and against any claims, damages, losses, liabilities, costs, and expenses, including reasonable attorneys' fees, arising out of or related to: (a) your Customer Inputs; (b) your Customer-Created Models; (c) your use of the Services in violation of these Terms or law; or (d) your infringement or misappropriation of any third-party rights.

You agree to comply with all applicable export control, trade, and sanctions laws. You may not use the Services if prohibited by applicable law.

These Terms are governed by the laws of the State of California, excluding its conflict of laws principles. Any dispute arising out of or relating to these Terms will be resolved in the state or federal courts located in the United States, California, and each party consents to the personal jurisdiction and venue of those courts, unless otherwise agreed in writing.

SimForge may update these Terms from time to time. If we make material changes, we will provide notice by posting the updated Terms on our website, through the Services, or by other reasonable means. Your continued use of the Services after the effective date of updated Terms constitutes acceptance of the updated Terms.

These Terms, together with any applicable order form, privacy policy, and any other expressly incorporated documents, constitute the entire agreement between you and SimForge regarding the Services and supersede prior agreements on the same subject matter.

If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect. Failure to enforce any provision is not a waiver. You may not assign these Terms without SimForge's prior written consent, except in connection with a merger, acquisition, or sale of substantially all assets. SimForge may assign these Terms without restriction.

If you have questions about these Terms, please contact SimForge, Inc. via https://forms.gle/jAvxNexYC8BfnudE8, or by mail at 1301 S 46th St Building 196, Richmond, CA 94804.