Terms of use

These terms are an agreement between Vuely, Inc., a Delaware corporation (Vuely, we, or us), and the business that signs up for or uses Vuely (you or Customer). They cover the Vuely app at vuely.app, the website at vuely.co, and the services we provide through them (the Services).

If you accept these terms for a company, you confirm that you can bind it. Vuely is for business use only. You must be at least 18, and you may not use Vuely for personal, family, or household purposes.

Our Data Processing Addendum is part of these terms. Our Privacy Policy explains how we handle personal information. If you sign an order form with us, the order form wins where it conflicts with these terms.

If you agreed to an earlier version of these terms, this version applies to you 30 days after we email you about it.

1. Your account and team

You are responsible for activity in your account and for keeping sign-in details secure. Each login is for one person. Tell us right away at support@vuely.co if you think someone has accessed your account without permission.

Your organization's administrators decide who joins it and what they can see. You are responsible for your users following these terms.

2. Plans, billing, and renewal

• You pay the fees for the plan you choose, in advance, monthly or yearly. Stripe processes payments for us. Prices exclude taxes, and you pay any sales, use, or similar taxes that apply, other than taxes on our income.
• Subscriptions renew automatically for the same period at the current price until you cancel. Before a yearly plan renews, we email the billing contact a reminder.
• You can cancel at any time in Settings under Billing. Cancellation takes effect at the end of the period you have paid for, and you keep access until then. Customers on a custom or enterprise plan cancel by contacting us, under their order form.
• Fees are non-refundable, including for partial periods and unused features or usage, unless the law requires otherwise. We may give a refund or credit in a particular case. Doing so does not oblige us to do it again, or for anyone else.
• We will email you at least 30 days before a price increase. The new price applies from your next renewal.
• Plans can include usage limits, shown on our pricing page or in the app. Promotional prices last for the period stated, then renew at the regular price.
• If a payment fails and is not fixed, we may suspend paid features until it is.

3. Your content

Customer Content means everything you or your users upload or enter into Vuely, such as site photos, measurements, artwork and logos, client and project details, prices, and proposals. It also includes the mockups and other results the Services produce for you.

You own your Customer Content. You give us a non-exclusive, worldwide, royalty-free license to host, copy, process, send, and display it, only to:

• provide, secure, and support the Services for you;
• improve the Services. For example, our staff review mockups and the images and settings that produced them to test and tune our prompts and models; and
• comply with the law.

This license ends when your Customer Content is deleted under section 10, except for copies in backups until those backups expire.

We will not use your Customer Content in marketing, case studies, or public galleries, and we will not name you as a customer or publish a testimonial from you, without your written permission. We do not let our AI providers use your Customer Content to train their models. We do not sell your Customer Content.

We may use data about how the Services are used, and statistics that do not identify you, your users, or your clients and do not contain Customer Content, to run and improve our business.

You promise that:

• you have the rights you need in your Customer Content, including photos of buildings and people, and your clients' logos, trademarks, and artwork; and
• you have given any notice and obtained any consent the law requires for us to process your clients' personal information and to send emails and links to people on your behalf.

If you send us ideas or feedback, we may use them without any obligation to you.

4. AI features

Vuely uses AI to generate mockups, enhance photos, suggest sign sizes, research sign codes, and answer help questions. AI results can be wrong. The same request can give different results, and results can look like ones generated for other customers.

• Mockups are illustrations, not scaled drawings or engineering documents.
• Review every result before you rely on it or show it to a client. You are responsible for the measurements, prices, specifications, and promises you give your clients.
• Sign code and zoning information comes from public sources and data providers and is summarized by AI. It can be incomplete, out of date, or wrong. It is not legal advice, and it does not replace checking with the permitting authority. Vuely does not guarantee that any sign will be permitted or approved.
• As between you and Vuely, you own the results generated for you to the extent the law allows, and we assign to you any rights we have in them. Results made mainly by AI may not be protected by copyright.
• The AI providers we use are listed on our subprocessors page. They process your content to return results and do not use it to train their models.

5. Acceptable use

You will not, and will not let anyone else:

• break the law or infringe anyone's rights, including by uploading content you have no right to use;
• create fraudulent or deceptive material, or impersonate anyone;
• generate unlawful, hateful, sexual, or violent content, or content that breaks the usage policies of our AI providers;
• send spam or unwanted messages through Vuely;
• upload malware, probe or break our security, or get around usage limits or access controls;
• share logins, or open extra accounts to get around limits or promotions;
• scrape, copy, resell, or reverse engineer the Services, except as the law allows, or use them to build a competing product; or
• put an unreasonable load on the Services.

6. Third-party services

Some features rely on other companies' services, which have their own terms. Vuely's map features use Google Maps. By using them, you agree to the Google Maps/Google Earth Additional Terms of Service and the Google Privacy Policy. We are not responsible for third-party sites or services that Vuely links to.

7. Vuely's property

We own the Services, including our software, designs, templates, and brand. While your subscription is active, we give you a non-exclusive, non-transferable right to use the Services for your business. You may use our templates in the proposals and mockups you send your clients. We keep all rights we do not expressly grant.

8. Confidentiality and security

Each of us will protect the other's non-public information with reasonable care, and use it only for this agreement. Your Customer Content is your confidential information. This does not cover information that is public, already known to the recipient, received lawfully from someone else, or developed independently. Either of us may disclose information when the law requires it, after notifying the other where the law allows.

We protect Customer Content with the safeguards described in the DPA, and we will tell you without undue delay about a security incident that affects it.

9. Suspension and termination

We may suspend your access if your account threatens the security or stability of the Services or other customers, if you break section 5, if a payment is overdue, or if the law requires it. We will tell you why, and restore access once the problem is fixed.

Either of us may end this agreement if the other materially breaches it and does not fix the breach within 30 days of written notice.

10. When your subscription ends

Your access ends at the end of your last paid period. You can download mockups and proposals at any time before then. We keep your Customer Content for 12 months after your subscription ends, so it is there if you come back, and then delete it. Ask us at support@vuely.co and we will export it for you, or delete it sooner, within 30 days of your request. Copies in backups are deleted as the backups expire, and we keep records the law requires, such as invoices.

Sections 2 (for fees owed), 3, 4, 7, 8, and 10 to 15 survive the end of this agreement.

11. Disclaimers

The Services are provided as is and as available. To the fullest extent the law allows, Vuely disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, title, and non-infringement. We do not promise that the Services will be uninterrupted or error-free, that results will be accurate, or that using Vuely will win you work or get a sign approved.

12. Limitation of liability

Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, goodwill, or data, even if told they were possible. Each party's total liability arising out of or relating to this agreement is limited to the fees you paid or owed Vuely in the 12 months before the event that gave rise to the claim.

These limits do not apply to your obligation to pay fees, your obligations under section 13, your breach of section 5, or a party's fraud, gross negligence, or willful misconduct.

13. Your indemnity

You will defend Vuely against third-party claims arising from your Customer Content, your use of the Services in breach of these terms, or what you tell your clients, and pay the resulting damages, costs, and reasonable attorneys' fees. We will tell you promptly about the claim, let you control the defense, and cooperate at your expense. You may not settle a claim in a way that admits fault for Vuely without our consent.

14. Changes

We may change the Services over time. We may also update these terms. For a material change, we will email your account administrators at least 30 days before it takes effect. Other changes, such as clarifications or terms for new features, take effect when we post them. Continuing to use Vuely after a change takes effect means you accept it. If you do not agree, cancel before the change takes effect.

15. Disputes and general terms

Utah law governs this agreement, without regard to its conflict of law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Any dispute will be heard only in the state or federal courts located in Utah, and both parties consent to their jurisdiction. Either party may still ask any court for an injunction to protect its intellectual property or confidential information.

Each party waives any right to a jury trial in any dispute arising out of or relating to this agreement.

• We send notices to your account administrators by email or in the app. Send notices to us at support@vuely.co.
• Neither party may assign this agreement without the other's consent, except to a successor in a merger, acquisition, or sale of substantially all of its assets.
• Neither party is liable for delays caused by events beyond its reasonable control. This does not excuse paying fees.
• You confirm that you are not located in a country subject to a U.S. embargo and are not on a U.S. sanctions list, and you will not use the Services in breach of export laws.
• These terms, the DPA, and any order form are the entire agreement between us about the Services. If a provision is unenforceable, the rest still applies. Not enforcing a provision is not a waiver. We are independent contractors, and there are no third-party beneficiaries.

Questions about these terms: support@vuely.co.