Terms of Service

Welcome to Datum Systems Inc. (“Datum,” “we,” “our,” or “us”). These Terms of Service (“Terms”) govern access to and use of Datum’s software-as-a-service (“Services”) by any organization or individual (“Customer,” “you,” or “your”) that enters into a subscription or enterprise agreement with Datum.

By executing an order form, statement of work, or master subscription agreement referencing these Terms, Customer agrees to be bound by them.

1. Services Overview

Datum provides enterprise software and APIs that analyze, integrate, and visualize manufacturing, engineering, and operational data from Customer’s connected systems (such as SharePoint, SAP, PLM, CAD, ERP, or similar). The Services are provided on a hosted, subscription basis via Datum's secure cloud infrastructure.

2. Eligibility and Accounts

The Services are intended solely for business and professional use. Customer represents and warrants that:

It is a duly organized business entity with authority to enter into these Terms;

Any person accessing the Services on its behalf is authorized to bind Customer; and

Customer’s use complies with all applicable laws and regulations.

3. Customer Data and Access

3.1 Definition

“Customer Data” means all business, technical, and manufacturing data provided, uploaded, or connected by Customer to the Services, including any metadata, documents, CAD files, or other content from third-party systems.

3.2 Ownership

Customer retains all right, title, and interest in and to its Customer Data. Datum does not claim ownership of Customer Data.

3.3 Use and Processing

Datum may access, process, store, and analyze Customer Data solely:

To provide, maintain, and improve the Services;

To fulfill Customer’s requests or technical integrations; and

As otherwise required by law or authorized in writing.

Datum will not use Customer Data for advertising, profiling, or any unrelated purposes.

3.4 Security and Confidentiality

Datum implements industry-standard security measures (including encryption at rest and in transit, access controls, and network isolation) to protect Customer Data. Each party agrees to maintain the confidentiality of the other’s proprietary information and to restrict use to the purposes permitted by these Terms.

4. Customer Responsibilities

Customer shall:

Ensure that its systems and integrations with Datum are properly configured;

Obtain all necessary rights and consents to provide Customer Data;

Use the Services only in accordance with applicable laws and these Terms;

Not (and shall not permit others to) reverse engineer, copy, or modify the Services; and

Be responsible for its users’ activity on the platform.

5. Third-Party Integrations

Datum may enable integration with third-party systems or APIs (e.g., Google Drive, SharePoint, SAP). Customer’s use of those integrations is subject to the respective third-party terms, and Datum is not responsible for such systems’ performance or data practices.

6. Fees and Payment

Fees are specified in the executed order form or enterprise contract. All fees are non-refundable except as expressly stated. Late payments may incur interest at 1.5% per month (or the maximum permitted by law). Fees exclude applicable taxes, which Customer is responsible for.

7. Intellectual Property

Except for Customer Data, all intellectual property rights in the Services (including software, documentation, and analytics models) are owned by Datum or its licensors. No license or ownership interest is transferred to Customer except for the limited right to access and use the Services as provided herein.

8. Confidential Information

Each party agrees to protect confidential information disclosed by the other party using the same degree of care it uses to protect its own (but no less than reasonable care). Confidential information does not include information that is publicly available, independently developed, or lawfully obtained from a third party without restriction.

9. Data Protection and Compliance

Datum complies with applicable data protection laws, including the General Data Protection Regulation (GDPR) and California Consumer Privacy Act (CCPA), where applicable. Datum acts as a “processor” or “service provider” with respect to Customer Data. Datum will process such data in accordance with its Data Processing Addendum (DPA), available upon request.

10. Service Availability and Support

Datum will use commercially reasonable efforts to maintain availability of the Services and provide support in accordance with Customer’s service tier or enterprise agreement. Planned maintenance will be communicated in advance.

11. Warranties and Disclaimers

Datum warrants that it will provide the Services in a professional and workmanlike manner.

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED “AS IS” AND DATUM DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

DATUM’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE FEES PAID BY CUSTOMER IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; AND

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, OR DATA.

13. Indemnification

Customer agrees to indemnify and hold harmless Datum and its affiliates from any claims, losses, or expenses (including reasonable attorneys’ fees) arising out of Customer’s misuse of the Services, violation of these Terms, or infringement of any third-party rights.

14. Term and Termination

These Terms remain in effect for the duration of Customer’s subscription or contract. Either party may terminate for material breach not cured within thirty (30) days of notice. Upon termination, Customer’s access will cease, and Datum will delete or return Customer Data in accordance with its data retention policy.

15. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, excluding its conflict of law principles.

Any dispute shall be resolved through binding arbitration in Wilmington, Delaware, under the American Arbitration Association (AAA) Commercial Arbitration Rules. Each party waives the right to a jury trial.

16. Export and Compliance

Customer shall not use or export the Services in violation of U.S. export control laws or other applicable regulations.

17. Modifications

Datum may update these Terms from time to time. Any material changes will be communicated in writing or through the Service dashboard. Continued use of the Services constitutes acceptance of the modified Terms.

18. Entire Agreement

These Terms, together with any executed order forms or enterprise agreements, constitute the entire agreement between Customer and Datum and supersede any prior agreements, communications, or understandings.

19. Contact Information

Datum Systems Inc.

1070 Bridgeview Way
San Francisco, CA 94158

info@datum.co