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gavelCommercial User Agreement

Terms of Service

Effective Date: September 4, 2026 • Last Reviewed: September 2026

Welcome to ToolSphere ("ToolSphere", "Platform", "we", "us", or "our"). These Terms of Service ("Terms") constitute a legally binding commercial agreement between you ("User", "you", or "your") and ToolSphere Precision Utility System governing your access to and use of the ToolSphere website, browser-native applications, format converters, developer APIs, and Model Context Protocol (MCP) tool endpoints.

Please read these Terms carefully before using the Service. By accessing, browsing, registering for, or using ToolSphere, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must immediately discontinue use of the Platform.

1. Acceptance & Eligibility

To be eligible to access and use ToolSphere, you represent and warrant that:

  • You are at least 13 years of age (or at least 16 years of age if resident in the European Economic Area or United Kingdom). If you are under the legal age of majority in your jurisdiction, you may use the Platform only with the express consent and supervision of your parent or legal guardian.
  • You possess the legal capacity to enter into a binding contract and are not prohibited from receiving services under the laws of the United States or other applicable jurisdictions.
  • If you are using the Service on behalf of a company, organization, or other legal entity, you represent and warrant that you possess the full legal authority to bind that entity to these Terms.

2. Service Description & The 60-Minute Lifecycle

ToolSphere delivers high-performance file manipulation, document conversion, image processing, 3D asset generation, and developer API toolsets.

Temporary Processing Pipeline Notice: ToolSphere is an ephemeral file processing utility, NOT a permanent cloud storage, file hosting, or backup service.

  • 60-Minute Purge: Uploaded input files and completed output conversions are retained on our servers for a maximum of 60 minutes to enable user download, after which they are permanently and irreversibly destroyed by automated container cleanup sweeps.
  • User Backup Duty: You are solely responsible for maintaining local backup copies of all files uploaded to ToolSphere. We assume zero liability for lost, corrupted, or unretrieved files resulting from the expiration of the 60-minute retention window.
  • Service Availability: While we aim for 99.9% platform uptime, the Service is provided on an "AS IS" and "AS AVAILABLE" basis. We reserve the right to modify, suspend, or discontinue any feature, tool, or API endpoint at any time without prior notice.

3. Commercial Subscriptions, Billing & Refunds

ToolSphere offers free tier access alongside optional paid subscription plans (Pro, Enterprise) and elevated API quotas:

A. Billing & Payment Processing

Paid subscriptions are billed in advance on a recurring monthly or annual basis via our certified PCI-DSS Level 1 payment gateway partner. By subscribing, you authorize ToolSphere to charge your designated payment method for the recurring subscription fee, applicable taxes, and any agreed API usage fees.

B. Automatic Renewal

Unless cancelled prior to the end of your active billing period, subscriptions automatically renew for successive terms of identical duration at the prevailing rate.

C. Cancellation Policy

You may cancel your subscription at any time through your account dashboard or via the customer billing portal. Cancellation takes effect at the end of the current pre-paid billing period. You will retain full access to paid features until the billing cycle expires.

D. Refund Policy

All payments and subscription fees are non-refundable, and we do not provide pro-rated refunds or credits for partial billing periods, except where required by mandatory local law (such as the statutory 14-day cooling-off withdrawal right for consumers residing in the European Union or United Kingdom who have not commenced service consumption).

E. Price Adjustments

ToolSphere reserves the right to modify subscription fees upon providing at least thirty (30) days prior written notice via email or platform announcement. Continued use following the effective date of a price change constitutes acceptance.

4. Acceptable Use Policy (AUP)

You agree to use ToolSphere strictly for lawful purposes. You are strictly prohibited from uploading, processing, generating, or transmitting:

  • Malicious Code: Software viruses, trojans, worms, logic bombs, ransomware, or files containing malicious scripts or exploits.
  • Resource Abuse Attacks: Decompression bombs, zip bombs, or malformed PDF/image payloads specifically engineered to exhaust container memory or CPU resources.
  • Child Exploitation (CSAM): Child Sexual Abuse Material or any content depicting the sexual abuse of minors. Violations trigger immediate account termination and mandatory reporting to the National Center for Missing & Exploited Children (NCMEC) and law enforcement.
  • Infringing Materials: Files, documents, fonts, or assets that violate third-party copyright, trademark, patent, trade secret, or intellectual property rights.
  • Dangerous Weapons / Defense Articles: Blueprints, CAD models, or schematics for 3D printing functional firearms, explosive devices, or munitions regulated under defense export controls (such as US ITAR or EAR).
  • Automated Abuse: Scraping, probing, or automating tool requests in excess of published rate limits without a valid API key, or circumventing platform security mechanisms (withApiSecurity).

5. Intellectual Property & User Ownership

User Content Ownership: You retain 100% of all right, title, ownership, and intellectual property rights in and to the files, documents, images, and data you submit to ToolSphere.

Limited Processing License: You grant ToolSphere only a narrow, non-exclusive, royalty-free, temporary license strictly necessary to store, buffer, convert, render, and transmit your files solely for the purpose of executing the tool operations you command. We do not claim ownership of your content, and we do not use your files for marketing, model training, or commercial distribution.

ToolSphere Proprietary Rights: The ToolSphere platform, including all source code, software architecture, user interfaces, branding, trademarks, logos, visual designs, and API specifications, is the exclusive intellectual property of ToolSphere Precision Utility System and protected by international copyright, trademark, and trade secret laws.

6. AI Tools & 3D Neural Models Disclaimers

ToolSphere offers artificial intelligence utilities, including automated background removal and 2D-to-3D neural mesh generation:

  • Probabilistic Neural Output: AI operations rely on machine learning neural inference models. Outputs are provided "AS IS" without guarantees of photorealistic accuracy, geometrical perfection, structural engineering stability, or CAD dimensional tolerance.
  • No Infringement Guarantee: You are solely responsible for ensuring that source images provided for 3D modeling or background removal do not violate third-party trademarks, design patents, or rights of publicity.
  • User Output Rights: ToolSphere asserts no intellectual property claims over the synthesized 3D mesh files (.obj, .glb) or processed transparent PNGs generated from your inputs. Ownership transfers entirely to you, subject to underlying third-party rights in your source material.

7. DMCA Copyright Notice & Takedown Procedure

ToolSphere respects the intellectual property rights of others and complies with the Digital Millennium Copyright Act (17 U.S.C. § 512). Because ToolSphere automatically destroys files within 60 minutes and does not publicly host files, uploaded files are generally unavailable after one hour. However, if you believe that content hosted on ToolSphere infringes your copyright, you may submit a formal takedown notice to our Designated Copyright Agent containing:

  • A physical or electronic signature of the copyright holder or authorized representative.
  • Identification of the copyrighted work claimed to have been infringed.
  • Identification of the material claimed to be infringing and its specific URL on ToolSphere.
  • Your contact details (name, address, telephone number, and email address).
  • A statement that you have a good faith belief that use of the material is unauthorized.
  • A statement made under penalty of perjury that the information in your notice is accurate.

Send DMCA notifications to our Designated Agent through our Contact Us Portal (select "Legal & Compliance"). Under 17 U.S.C. § 512(i), we maintain a policy of terminating accounts belonging to repeat copyright infringers.

8. User Warranties & Indemnification

User Warranty: You represent and warrant that you own or have obtained all necessary licenses, permissions, and legal rights to all files, documents, and assets you submit to ToolSphere, and that your use of the Platform does not infringe or violate any third-party intellectual property, privacy, or statutory rights.

Indemnification: To the fullest extent permitted by applicable law, you agree to defend, indemnify, and hold harmless ToolSphere, its operators, officers, directors, employees, contractors, and agents from and against any and all claims, liabilities, damages, losses, settlements, judgments, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your violation of these Terms; (b) any content, file, or material uploaded or processed by you; or (c) your violation of any third-party intellectual property or privacy right.

9. Limitation of Liability & Warranty Disclaimers

Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR COMPATIBLE WITH ALL FILE FORMATS.

Monetary Liability Ceiling

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TOOLSPHERE, ITS OPERATORS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY.

TOOLSPHERE'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICE SHALL NOT EXCEED THE GREATER OF: ONE HUNDRED UNITED STATES DOLLARS ($100.00 USD) OR THE TOTAL FEES PAID BY YOU TO TOOLSPHERE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

10. Governing Law, Dispute Resolution & Arbitration

Informal Resolution: Before initiating formal legal proceedings, you and ToolSphere agree to make a good-faith effort to resolve any dispute, claim, or controversy informally by notifying our team through our Contact Us Portal. Both parties agree to negotiate in good faith for at least thirty (30) calendar days.

Binding Individual Arbitration: If an informal resolution is not reached within thirty (30) days, any unresolved dispute arising out of or relating to these Terms shall be resolved exclusively through final and binding individual arbitration administered by an established alternative dispute resolution provider.

Class Action WaiverYOU AND TOOLSPHERE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR COLLECTIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OR PRESIDE OVER ANY CLASS PROCEEDING.

11. Termination & General Provisions

Termination: We reserve the right to suspend or terminate your account or access to the Service immediately and without prior notice if you breach these Terms, engage in fraudulent activity, or create liability for the Platform. Upon termination, your right to access the Service terminates immediately.

Severability: If any provision of these Terms is found to be unlawful, void, or unenforceable, that provision will be severed from these Terms without affecting the validity and enforceability of any remaining provisions.

Entire Agreement: These Terms, together with our Privacy Policy, constitute the complete and exclusive agreement between you and ToolSphere regarding the subject matter herein, superseding all prior oral or written agreements.

Legal Questions: For questions regarding these Terms, contact our legal counsel team directly via our Contact Us Portal (select Legal & Compliance).