Last updated: January 1, 2025
These Terms of Service ("Terms") govern your access to and use of the website terranrobotics.org and the Terran Robotics Fleet Command Center platform (collectively, the "Services"), operated by Terran Robotics, Inc. ("Terran Robotics," "we," "us," or "our"), a Delaware corporation with offices at 1355 N Scottsdale Road, Suite 200, Scottsdale, AZ 85257.
Please read these Terms carefully before using our Services. By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use our Services.
These Terms constitute a legally binding agreement between you (or, if you are acting on behalf of a company or other entity, that entity) and Terran Robotics. You represent and warrant that you have the authority to bind the entity you represent to these Terms. References to "you" or "Customer" in these Terms refer to the individual or entity using the Services.
Access to the Fleet Command Center requires registration of an authorized user account. You must provide accurate and complete registration information and update it as necessary to keep it current. Each user account may only be used by one individual. Sharing accounts or credentials is prohibited.
You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us immediately at contact@terranrobotics.org if you suspect any unauthorized access to your account. We are not liable for any loss arising from your failure to maintain account security.
The Fleet Command Center uses role-based access controls. Account administrators may grant access to additional users within their organization up to the number of seats in their contract. Terran Robotics may require additional authorization before granting administrative roles.
Terran Robotics provides autonomous construction robotics hardware and software services as described in your executed Order Form or Master Services Agreement (the "Agreement"). These Terms apply to all Services and are incorporated by reference into any Agreement. In the event of a conflict between these Terms and your Agreement, the Agreement controls.
Customer is responsible for ensuring that the construction site meets the minimum site requirements specified in the Terran Robotics Site Readiness Guide provided at contract signing. These requirements include, without limitation: adequate power supply (240V single-phase, 60A per robot unit), clear working radius per robot unit, and applicable permit and regulatory approvals for autonomous construction equipment operation on the site.
All active Terran robot deployments require a trained, qualified human site supervisor present on-site or monitoring remotely via Fleet Command Center during operating hours. Customer may not operate Terran robots without qualified supervision. Terran Robotics will not be liable for incidents attributable to unsupervised operation.
Customer grants Terran Robotics a non-exclusive, limited license to use Customer's BIM files, project drawings, and site data solely to provide the Services for the duration of the active project. Terran Robotics will not use Customer project data for any other purpose, including training machine learning models on specific project designs, without Customer's prior written consent.
Fees for Terran Robotics Services are as set forth in the applicable Order Form or Agreement. All fees are in U.S. dollars (USD). Fees are non-refundable except as expressly set forth in Section 4.3.
For pilot projects and per-project licenses, invoices are issued as follows: 50% of total contract value at contract signing, 25% at robot kit delivery, and 25% at project phase completion or contract end. For Builder Partnership agreements, billing terms are as specified in the Agreement. Payment is due within 30 days of invoice date.
If Terran Robotics fails to meet the uptime SLA specified in the applicable Order Form, Customer will receive a prorated service credit applied to the next invoice. Credits are the sole remedy for SLA failures and will not exceed the fees paid for the affected service period. We do not provide cash refunds for credits.
All fees are exclusive of applicable taxes, including sales tax, use tax, and similar levies. Customer is responsible for all taxes applicable to the purchase of Services in Customer's jurisdiction, excluding taxes on Terran Robotics' income.
All intellectual property rights in the Fleet Command Center software, robot hardware designs, AI planning algorithms, computer vision models, and other proprietary technology ("Terran IP") are and remain the exclusive property of Terran Robotics. These Terms do not grant you any ownership interest in Terran IP. The license grant in Section 3.1 is strictly limited to operational use during the term of your Agreement.
Customer retains all intellectual property rights in its project data, BIM files, construction plans, and other materials provided to Terran Robotics. The Digital Build Record generated for your project is your property and may be used by you for any lawful purpose, including permit submissions, lender documentation, and warranty records.
If you provide suggestions, feature requests, or feedback about the Services ("Feedback"), you grant Terran Robotics an irrevocable, perpetual, royalty-free license to use the Feedback for any purpose without obligation to you. We are not required to implement any Feedback.
You agree not to use the Services to:
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TERRAN ROBOTICS MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, EXCEPT AS EXPRESSLY SET FORTH IN YOUR AGREEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TERRAN ROBOTICS' AGGREGATE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THIS LIMITATION DOES NOT APPLY TO CLAIMS ARISING FROM TERRAN ROBOTICS' GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR FRAUD.
NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
You agree to indemnify, defend, and hold harmless Terran Robotics, its officers, directors, employees, and agents from and against any claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of: (a) your use of the Services in violation of these Terms; (b) your violation of any applicable law or regulation; (c) your infringement of any third-party intellectual property right; or (d) personal injury or property damage caused by your operation of the Services in violation of the site requirements or safety guidelines provided by Terran Robotics.
These Terms are effective from the date you first access the Services and continue until terminated by either party.
Either party may terminate these Terms immediately upon written notice if the other party materially breaches these Terms and fails to cure the breach within 30 days of written notice. Terran Robotics may immediately suspend or terminate access to the Services if we reasonably believe your continued use poses a safety risk or violates applicable law.
Upon termination: (a) all licenses granted to you terminate; (b) you must promptly return all Terran hardware in working condition; and (c) all outstanding payment obligations survive termination. Terran Robotics will retain your project data for 5 years after project completion per our data retention policy and will provide you with a download of your Digital Build Record upon written request within 90 days of termination.
These Terms are governed by the laws of the State of Arizona, without regard to conflict of law principles. Any dispute arising out of or related to these Terms that cannot be resolved by negotiation will be submitted to binding arbitration administered by JAMS under its Streamlined Arbitration Rules and Procedures, with proceedings conducted in Maricopa County, Arizona. Judgment on the arbitration award may be entered in any court of competent jurisdiction.
Entire Agreement. These Terms, together with any applicable Order Form or Agreement, constitute the entire agreement between you and Terran Robotics regarding the Services and supersede all prior agreements on the same subject.
Severability. If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force.
Waiver. Our failure to enforce any provision of these Terms will not constitute a waiver of our right to enforce that provision in the future.
Assignment. You may not assign your rights or obligations under these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all assets.
Notices. Notices under these Terms must be in writing and sent to contact@terranrobotics.org for Terran Robotics, and to the email address associated with your account for you.
Amendments. We may modify these Terms by posting a revised version at terranrobotics.org/legal/terms.html. Material changes will be communicated by email with at least 30 days' notice. Continued use of the Services after the effective date of changes constitutes acceptance of the revised Terms.