Terms of Service

1.1 Access Control. You are responsible for safeguarding all credentials, API keys, and access tokens issued to you. All activity occurring under your account is deemed to be your activity. You must immediately notify Sanvy of any suspected unauthorized access or compromise.

1.2 Suspension. Sanvy may suspend or restrict access without prior notice if we reasonably believe your use poses a security risk, violates this Agreement, or is required by law or regulation. Where practicable, we will restore access promptly once the underlying issue is resolved.

1.3 Audit. Sanvy reserves the right to audit your use of the Service to verify compliance with this Agreement, including license scope and acceptable use. You agree to cooperate in good faith with any such audit.

2.1 Decision Support Tool. The Service functions as a Digital Advisor and decision-support tool. All outputs — including takeoffs, estimates, equipment schedules, procurement recommendations, and financing models — are advisory in nature and intended to assist licensed professionals.

2.2 Human Sign-Off Required. You acknowledge that the Service does not replace the judgment, supervision, or sign-off of a qualified human professional. You remain solely responsible for reviewing, validating, and approving any output before it is submitted to a third party, relied upon commercially, or used to direct construction work.

2.3 No Professional Engagement. Use of the Service does not create an engineering, architectural, legal, or financial advisory relationship between you and Sanvy. Sanvy is a software provider, not a licensed professional firm.

3.1 Sanvy IP. The Service, all underlying software, models, training data, weights, prompts, user interfaces, and documentation are and remain the exclusive property of Sanvy and its licensors. Subject to this Agreement, Sanvy grants you a limited, non-exclusive, non-transferable, revocable license to use the Service for your internal business purposes during the term.

3.2 Customer Content. You retain all rights to the project files, drawings, specifications, and other content you upload ("Customer Content"). You grant Sanvy a worldwide, royalty-free license to host, process, transmit, and display Customer Content solely as needed to operate, secure, and improve the Service.

3.3 Anonymized Logic Fragments. You grant Sanvy a perpetual, irrevocable, worldwide, royalty-free license to use anonymized, aggregated, and de-identified patterns derived from your usage ("Anonymized Logic Fragments") to improve the models, benchmarks, and Service. Anonymized Logic Fragments will not contain personally identifiable information or commercially sensitive identifiers.

4.1 Security Measures. Sanvy maintains administrative, technical, and physical safeguards designed to protect Customer Content against unauthorized access, loss, or disclosure. These include encryption in transit and at rest, role-based access controls, and routine security testing.

4.2 Data Processing. Where Sanvy processes personal data on your behalf, the parties agree to be bound by Sanvy's standard [Data Processing Addendum (DPA)], which is incorporated by reference. The DPA governs roles, instructions, sub-processors, and cross-border transfer mechanisms in accordance with the GDPR.

4.3 Breach Notification. Sanvy will notify you without undue delay upon becoming aware of a confirmed personal data breach affecting your Customer Content, and will provide reasonable cooperation to support your own notification obligations.

5.1 Snaps & Credits. Certain features are metered in units called "Snaps" or credits. Credits are consumed on use, are non-refundable, and expire twelve (12) months after issuance unless otherwise stated. Subscription tiers may include monthly Snap allotments that do not roll over.

5.2 Fees & Taxes. Fees are due in advance and are exclusive of VAT, sales, or similar taxes, which you are responsible for. Sanvy may change pricing with at least thirty (30) days' notice prior to the next renewal. Failure to pay may result in suspension after a reasonable cure period.

5.3 Financing. Where Sanvy offers financing, deferred payment, or working-capital products, those facilities are governed by a separate Credit & Security Agreement. Approval is at Sanvy's or its financing partner's sole discretion and may require additional KYC, security interests, or guarantees.

6.1 Prohibited Uses. You will not (a) reverse engineer, decompile, or attempt to derive the Service's source code, models, or weights; (b) use the Service to build a competing product or to benchmark against Sanvy without written consent; (c) upload content you do not have the right to share; (d) use the Service to violate construction, procurement, anti-corruption, or sanctions laws.

6.2 Strategic Non-Compete. During the term and for three (3) years thereafter, you will not directly use Sanvy outputs, Anonymized Logic Fragments, or insights derived from the Service to develop, fund, or operate a competing automated calculation, procurement, or financing platform targeting the construction sector.

6.3 Enforcement. Breach of this Section 6 constitutes a material breach. Sanvy is entitled to seek injunctive relief in addition to any other remedy available at law or equity.

7.1 By Customer. You will defend, indemnify, and hold harmless Sanvy and its affiliates from and against any third-party claims, damages, or costs (including reasonable attorneys' fees) arising from (a) your Customer Content, (b) your use of the Service in breach of this Agreement, or (c) your reliance on Service outputs without the human sign-off required by Section 2.

7.2 By Sanvy. Sanvy will defend you against third-party claims alleging that the Service, when used as permitted, infringes a Swedish or EU intellectual property right, and will pay damages finally awarded, subject to the limits in Section 8.

8.1 Cap. To the maximum extent permitted by law, each party's aggregate liability arising out of or related to this Agreement will not exceed the fees paid or payable by you to Sanvy in the twelve (12) months preceding the event giving rise to the claim.

8.2 Excluded Damages. Neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost bids, lost revenue, or loss of goodwill, even if advised of the possibility.

8.3 Carve-outs. The limitations in this Section 8 do not apply to (a) breaches of Section 3 (IP) or Section 6 (Acceptable Use & Non-Compete), (b) a party's indemnification obligations, or (c) liability that cannot be limited under mandatory Swedish law.

9.1 Availability. Sanvy targets 99.5% monthly uptime for the production Service, excluding scheduled maintenance and force majeure events. Specific service level credits, if any, are described in your order form or applicable service level addendum.

9.2 Support. Standard support is provided in English and Swedish during Stockholm business hours. You can reach support and legal notices at legal@sanvy.ai. Premium support tiers may include extended hours and named contacts.

10.1 Governing Law. This Agreement is governed by the substantive laws of Sweden, without regard to its conflict of laws principles. The UN Convention on Contracts for the International Sale of Goods does not apply.

10.2 Arbitration. Any dispute, controversy, or claim arising out of or in connection with this Agreement, or the breach, termination, or validity thereof, will be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (SCC). The seat of arbitration will be Stockholm. The language of the arbitration will be English unless the parties agree otherwise.

10.3 Injunctive Relief. Notwithstanding Section 10.2, either party may seek injunctive or other equitable relief from any court of competent jurisdiction to protect its intellectual property or confidential information.