Terms of Service

These Terms govern your access to and use of the Services. By using the Services you agree to be bound by them, together with the policies referred to above.

Open Foundry is a manufacturing technology and supplier discovery platform that helps buyers identify and engage suitable manufacturing suppliers, and helps suppliers improve their digital presence and commercial readiness.

• Company name: Open Foundry Limited
• Company number: 17099149
• Registered office: 167-169 Great Portland Street, London, England, W1W 5PF
• Website: https://openfoundry.app
• Email: legal@openfoundry.app

• Buyer: a business, organisation or individual acting on behalf of a business that uses the Services to search for, evaluate, contact or manage suppliers.
• Supplier: a manufacturing company, distributor, service provider or other business that is listed on, invited to, verified by, or subscribes to the Services.
• Account: a user account created to access the Services.
• Plan: a paid or unpaid service package, subscription, project or enterprise arrangement offered by Open Foundry.
• Supplier Subscription Plan: a recurring plan for suppliers, which may include profile hosting, dashboard access, RFQ receipt, analytics, messaging, positioning support, and related supplier tools.
• Buyer Subscription Plan: a recurring plan for buyers, which may include supplier search, matching, RFQ tools, supplier shortlisting, contact access, dashboards, and analytics.
• Buyer Passport: a supplier information, compliance, onboarding or questionnaire support package designed to help suppliers respond to buyer onboarding and RFQ requirements.
• Website Development Services: website analysis, website preview generation, website design, web development, hosting, maintenance, content migration and related services.
• Enterprise Services: bespoke sourcing, verification, audits, consulting, supplier development, market intelligence, procurement support or other custom services.
• User Content: any information, documents, drawings, CAD files, RFQs, specifications, text, images, logos, trademarks, data or other materials uploaded, submitted or provided by a user.
• Output: any analysis, recommendation, profile, preview, match, summary, draft, classification, report or other output generated or assisted by Open Foundry or its systems.

4.1 Minimum age and authority

You must be at least 18 years old to use the Services. If you use the Services on behalf of a company, partnership, organisation or other entity, you represent that you have authority to bind that entity to these Terms.

4.2 Account information

You agree to provide accurate, current and complete account, billing and company information, and to keep that information up to date. We may use the contact details you provide to send service, billing, legal and operational notices.

4.3 Account security

You are responsible for maintaining the confidentiality of your login details and for all activity under your Account. You must notify us promptly if you believe your Account has been accessed without authorisation.

4.4 Business domains and organisation accounts

If you register using an email address controlled by your employer or organisation, your Account may be associated with that organisation.

You may use the Services only in accordance with these Terms, any applicable policies and all applicable laws and regulations. You must not, and must not assist anyone else to:

• use the Services unlawfully, fraudulently or in a way that infringes third-party rights;
• upload, submit or share information that you are not authorised to disclose;
• use the Services to send spam, malware, harmful code or abusive communications;
• crawl, scrape, harvest or copy data from the Services except as expressly permitted by us in writing;
• reverse engineer, decompile, copy or attempt to derive source code from the Services except where permitted by law;
• use the Services to build a competing supplier database, platform, model, marketplace or service;
• bypass rate limits, security controls, access controls or other protective measures;
• misrepresent your identity, company, capabilities, certifications, location, accreditations or authority;
• use supplier, buyer or RFQ information for any purpose outside the ordinary evaluation and procurement process; or
• otherwise interfere with, disrupt or harm the Services, Open Foundry, our users or third parties.

6.1 Your responsibility for User Content

You are responsible for all User Content you upload, submit, send or make available through the Services. You represent and warrant that you have all rights, licences, consents and permissions necessary for Open Foundry to process, host, copy, analyse, transmit and display User Content as needed to provide the Services.

6.2 Sensitive, confidential and controlled information

Manufacturing RFQs, drawings and specifications may contain confidential, commercially sensitive, export-controlled or otherwise restricted information. You must not upload or submit any information unless you are authorised to do so and unless its disclosure through the relevant part of the Services is lawful.

You acknowledge and agree that Open Foundry personnel may review User Content, including RFQs, drawings and specifications, where reasonably necessary to provide, support, improve, secure or investigate the Services. Open Foundry may also permit access to such information by its employees, affiliates, contractors, subprocessors and professional advisers who have a legitimate need to access the information for these purposes and who are subject to appropriate confidentiality obligations.

Open Foundry will not disclose confidential information except where reasonably necessary to provide the Services, where instructed by you, where disclosure is made to authorised personnel or service providers in accordance with these Terms, or where required by law.

You remain solely responsible for determining whether any User Content is subject to export controls, national security restrictions, confidentiality obligations or other legal restrictions. Open Foundry does not undertake to independently determine whether User Content is subject to such restrictions, and users remain responsible for ensuring that any uploads are lawful.

Open Foundry will use reasonable technical and organisational measures designed to protect the confidentiality and security of User Content. Certain Services may not be suitable for information that is classified, subject to government security requirements or otherwise restricted from processing using commercial cloud services unless expressly agreed in writing by Open Foundry.

6.3 Rights in User Content

As between you and Open Foundry, you retain ownership of your User Content. You grant Open Foundry a non-exclusive, worldwide, royalty-free licence to use, host, reproduce, adapt, process, analyse, transmit and display User Content solely as necessary to provide, operate, secure, maintain and improve the functionality of the Services, provided that customer confidential information is not used to train artificial intelligence models except as expressly permitted below.

Open Foundry does not use customer confidential information, drawings, specifications or other User Content to train artificial intelligence models, except where expressly agreed in writing with the customer or where necessary for security, abuse prevention or legal compliance.

Open Foundry may use third-party artificial intelligence service providers to process User Content in order to provide the Services. Where Open Foundry uses such providers, it will use reasonable measures to select providers that do not use customer confidential information for model training and that implement appropriate security and confidentiality measures. At the date of these Terms, Open Foundry’s policy is not to permit customer confidential information or technical drawings to be used by third-party artificial intelligence providers for model training purposes.

Open Foundry may use automated systems, including artificial intelligence technologies, to analyse User Content for the purpose of extracting requirements, generating supplier matches and providing the Services. Such processing does not transfer ownership of User Content to Open Foundry, and all intellectual property rights in User Content remain with you or your licensors. Where a separate written agreement or non-disclosure agreement between Open Foundry and the customer imposes stricter confidentiality obligations, that agreement shall prevail to the extent of any inconsistency with these Terms.

The Services may use automation, artificial intelligence and third-party systems to generate supplier profiles, website analyses, website previews, Buyer Passport drafts, supplier matches, recommendations, summaries, categorisations, reports and other Outputs.

You acknowledge that Outputs may be incomplete, inaccurate, outdated, misleading or unsuitable for your intended purpose, even where they appear detailed or specific. You must independently verify Outputs before relying on them for commercial, legal, regulatory, technical, financial, safety-critical or procurement decisions.

Open Foundry does not guarantee that any Output, match, profile, ranking, recommendation, website preview or Buyer Passport item is accurate, complete, current or suitable for a particular purpose.

Supplier Subscription Plans may include some or all of the following features, depending on the applicable order, pricing page, quotation or plan description:

• supplier profile creation and hosting;
• supplier dashboard access;
• RFQ receipt, messaging or enquiry management;
• profile analytics and buyer engagement insights;
• Buyer Passport tools or templates;
• website analysis, preview or upgrade options;
• verification or badge-related features;
• recommendations to improve supplier positioning; and
• other supplier tools introduced from time to time.

Current plans, pricing and included features are set out on our pricing page or in an applicable quotation, order form or statement of work. We may change, add or remove features from Supplier Subscription Plans from time to time. Where a change materially reduces the core features of a paid plan during a current billing period, we will use reasonable efforts to provide notice.

Buyer Subscription Plans may include some or all of the following features, depending on the applicable order, pricing page, quotation or plan description:

• supplier search and discovery;
• AI-assisted supplier matching;
• supplier shortlisting and comparison tools;
• RFQ creation, distribution or management;
• access to supplier profiles, Buyer Passports or contact information;
• dashboard, analytics and workflow tools; and
• other buyer tools introduced from time to time.

Current plans, pricing and included features are set out on our pricing page or in an applicable quotation, order form or statement of work. Open Foundry is not a party to contracts or purchase orders entered into between Buyers and Suppliers, unless expressly agreed in a separate written contract signed by Open Foundry.

Buyer Passport Services are intended to help suppliers organise and present information commonly requested by buyers during onboarding, RFQs, supplier approvals and due diligence processes.

Buyer Passport information may be generated from supplier-provided information, public sources, uploaded documents, AI-assisted analysis and Open Foundry templates. Suppliers remain responsible for reviewing, correcting and approving their Buyer Passport information before sharing it with buyers or third parties.

Open Foundry does not guarantee that a Buyer Passport will satisfy any buyer, regulator, auditor, procurement process, certification body or legal requirement. Buyer Passport tools are included within Professional, Hosted Website and Enterprise supplier plans and may be updated by suppliers throughout their subscription term.

11.1 Scope and deliverables

Website Development Services may include website analysis, content extraction, design recommendations, website previews, copywriting support, website design, development, hosting setup, deployment, maintenance and related services.

The specific scope, deliverables, timeline, pricing and assumptions for each website project will be set out in the relevant quotation, order form, statement of work, proposal, invoice or written agreement. In the event of any conflict, the order of precedence shall be: signed agreement, statement of work or order form, quotation, invoice and then these Terms.

11.2 Website previews

Website previews are conceptual demonstrations and may differ from the final delivered website. A preview does not guarantee technical feasibility, exact design, performance, SEO results, buyer conversion, sales outcomes or compatibility with all future content.

11.3 Payment model

Unless otherwise agreed in writing, website setup fees are payable as follows: 50% of the setup fee is payable upfront before work commences; and the remaining 50% of the setup fee is payable upon completion of the agreed deliverables and before website launch, transfer, handover or publication. Monthly hosting, maintenance, subscription or support fees are US$149 per month commencing on the date the website is launched or otherwise made available to the customer.

11.4 Client responsibilities

You must provide timely access, content, approvals, feedback, brand assets, domain information, hosting information, technical contacts and any other materials reasonably required for the project. Delays in providing these items may delay delivery and may result in additional charges.

11.5 Revisions and scope changes

The included number of revision rounds is two (2) rounds of reasonable revisions. Additional revisions, new pages, new features, integrations, redesign requests or work outside the agreed scope may be charged separately.

11.6 Ownership of website deliverables

Unless otherwise agreed in writing, ownership of final website deliverables created specifically for you transfers to you only after all related invoices have been paid in full. Open Foundry retains ownership of its underlying platform, reusable code, design system, templates, libraries, methods, processes and know-how. Customers receive a licence to use an Open Foundry-hosted website during the subscription term and do not receive ownership of the source code, templates or hosting infrastructure unless otherwise agreed in writing.

11.7 Hosting and maintenance

Hosting, maintenance, uptime commitments, backups, security updates and support response times are subject to the applicable plan or written agreement. No service level agreement or uptime commitment is provided. Support is provided on a reasonable endeavours basis during normal UK business hours. Open Foundry may perform periodic backups but does not guarantee the availability, completeness or restoration of backups.

Enterprise Services may include bespoke sourcing, supplier research, supplier verification, onsite visits, audit support, procurement consulting, supplier development, production support, dispute support, market mapping and other custom work.

Enterprise Services will be governed by these Terms unless a separate written agreement, order form or statement of work expressly states otherwise. Enterprise Services may be charged on a fixed-fee, day-rate, retainer, success-fee or other basis as agreed in writing. Reasonable travel, accommodation and third-party costs may be charged in addition to professional fees.

13.1 Fees and billing

You are responsible for paying all fees, charges and taxes applicable to the Services you purchase or use. Fees may be set out on our website, in Stripe checkout, in an invoice, in a quotation, in an order form or in a separate written agreement. Accepted payment methods include Stripe and bank transfer. You must provide complete and accurate billing information and confirm that you are authorised to use the relevant payment method.

13.2 Subscriptions and automatic renewal

If you purchase a subscription, it will start on the date stated during checkout, in the order form, quotation or invoice, and will continue for the initial subscription term. Unless cancelled in accordance with these Terms or the applicable order process, subscriptions automatically renew for successive renewal terms of the same duration. Professional supplier subscriptions are monthly and renew automatically until cancelled. Hosted Website Plans have an initial minimum term of twelve (12) months and automatically renew monthly thereafter.

13.3 Cancellation

You may cancel a subscription by written notice to legal@openfoundry.app. To avoid renewal, cancellation must be completed at least seven (7) days before the renewal date. Unless otherwise required by law or expressly agreed in writing, cancellation does not entitle you to a refund of fees already paid, and access may continue until the end of the paid billing period.

13.4 Invoices

Invoices are payable within fourteen (14) days of the invoice date unless the invoice states otherwise. We may suspend or restrict access to the Services, withhold deliverables, pause project work or disable hosted services if invoices are overdue.

13.5 Late payment

For business customers, we may charge interest and compensation for late payment as permitted by applicable law, including in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

13.6 Taxes

Fees are exclusive of VAT, GST, sales tax, withholding tax and other applicable taxes unless stated otherwise. You are responsible for applicable taxes except for taxes based on our net income.

Except as expressly stated in these Terms, in an applicable order process or where required by law, fees are non-refundable. For custom work, including Website Development Services, Buyer Passport Services and Enterprise Services, deposits and upfront payments are non-refundable once work has commenced.

The Services may use or integrate with third-party services, including payment processors, hosting providers, analytics providers, email providers, AI providers, communications tools and data sources. We do not control third-party services and are not responsible for losses arising from them, except to the extent required by law.

Open Foundry currently uses providers including Stripe, Vercel, Supabase, Anthropic, OpenAI, Resend and Microsoft 365.

Supplier profiles and related information may be created from supplier-provided information, public sources, third-party sources, automated analysis and Open Foundry research. Such information may be incomplete, inaccurate, outdated or unverified.

Suppliers are responsible for reviewing and correcting their own profile information. Buyers are responsible for conducting their own due diligence before entering into any commercial relationship with a supplier.

A verification badge, if provided, means only that Open Foundry has completed certain checks determined by Open Foundry at that time. It is not a guarantee of quality, capability, capacity, compliance, financial standing, delivery performance or future conduct. Verification may include company existence checks, capability reviews, certificate reviews, site visits and audits.

Open Foundry is not a manufacturer, buyer, supplier, broker, agent, distributor, importer, exporter or party to any manufacturing contract between Buyers and Suppliers unless expressly agreed in a separate written contract signed by Open Foundry.

We are not responsible for defective products, late deliveries, quality issues, failed audits, failed qualifications, insolvency, non-payment, intellectual property disputes, export control issues, customs issues, regulatory issues, warranty claims, product liability claims or other disputes between Buyers and Suppliers.

Any contract, purchase order, NDA, quality agreement, specification, delivery term, warranty, payment term or other arrangement between a Buyer and Supplier is solely between those parties.

18.1 Open Foundry property

Open Foundry and its licensors retain all rights, title and interest in the Services, platform, software, databases, website, workflows, design systems, templates, source code, algorithms, methods, processes, know-how, trade marks, branding and other proprietary materials.

18.2 Your property

You retain ownership of your pre-existing materials, including your own logos, trade marks, drawings, specifications, documents, product images, company information and other User Content.

18.3 Feedback

If you provide ideas, suggestions, comments, corrections or other feedback, we may use that feedback without restriction or payment to you, provided we do not disclose your confidential information except as permitted by these Terms or applicable law.

18.4 Use of Open Foundry brand

You may not use the Open Foundry name, logo, branding or trade marks in a way that implies endorsement, partnership or sponsorship without our prior written consent.

Each party may receive confidential information from the other. The receiving party must use reasonable care to protect confidential information and may use it only for purposes connected with the Services, unless disclosure is authorised by the disclosing party or required by law.

Confidential information does not include information that is public, already known to the receiving party without restriction, independently developed, or lawfully received from a third party without confidentiality obligations. Separate NDAs may be entered into where required and shall prevail over these Terms to the extent of any inconsistency.

We will process personal data in accordance with our Privacy Policy and applicable data protection laws. A Data Processing Addendum is available. Depending on the circumstances, Open Foundry may act as either a data controller or a data processor.

The Services are evolving. We may add, remove, modify, suspend or discontinue features, plans, capacity limits, workflows, user interfaces or integrations from time to time.

Some features may be labelled or treated as beta, preview, experimental or early access features. Such features are provided as-is and may be changed, withdrawn or made paid without notice. No uptime commitment or service level agreement is provided unless expressly agreed in writing.

You may stop using the Services at any time. Subscription cancellation and refund rights are governed by the payment and subscription sections above. We may suspend or terminate your access to the Services, remove content, pause projects, disable hosted services or terminate these Terms if:

• you fail to pay fees when due;
• you breach these Terms or any applicable policy;
• we reasonably suspect fraud, misuse, unlawful activity or security risk;
• we are required to do so by law, regulator, court order or payment provider;
• your use of the Services may expose Open Foundry, users or third parties to liability or harm; or
• you become insolvent, cease trading or are unable to pay your debts.

On termination, your right to access and use the Services will end. Any fees already accrued remain payable. Sections that by their nature should survive termination will continue to apply, including payment obligations, confidentiality, intellectual property, disclaimers, liability limits, indemnities and dispute provisions.

The Services are provided on an “as is” and “as available” basis to the fullest extent permitted by law. We do not warrant that the Services will be uninterrupted, error-free, secure, accurate, complete, current or suitable for your intended purpose.

We do not guarantee that the Services will generate leads, sales, RFQs, supplier responses, buyer responses, completed transactions, improved search rankings, website traffic, conversion rates, business opportunities or revenue.

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability that cannot be excluded or limited under applicable law.

Subject to the above, Open Foundry’s total aggregate liability arising out of or in connection with the Services and these Terms shall not exceed the total fees paid by you in the twelve (12) months preceding the event giving rise to the claim.

Subject to the above, Open Foundry will not be liable for indirect, consequential, special or punitive losses, or for loss of profit, revenue, business, contracts, anticipated savings, goodwill, data, production, opportunity, reputation or commercial advantage.

You agree to indemnify and hold harmless Open Foundry from and against losses, claims, damages, liabilities, costs and expenses arising from or relating to:

• your User Content;
• your breach of these Terms;
• your infringement or alleged infringement of third-party rights;
• your unlawful disclosure of confidential, restricted, export-controlled or third-party information;
• your misuse of the Services; or
• manufacturing, procurement or commercial disputes between Buyers and Suppliers.

You must comply with all applicable export control, sanctions, anti-bribery, anti-corruption, modern slavery, customs and trade compliance laws. You must not use the Services in connection with prohibited parties, prohibited territories, restricted goods or unlawful transactions.

The Services are not designed or authorised for the storage, transmission or processing of classified information unless expressly agreed by Open Foundry in writing.

We may update these Terms from time to time, including to reflect changes to the Services, pricing, legal requirements, security practices or business operations. Where changes materially affect your rights or obligations, we will use reasonable efforts to provide advance notice, such as by email or by posting a notice on our website. Where reasonably practicable, Open Foundry will provide thirty (30) days’ notice of material changes.

If you continue to use the Services after updated Terms take effect, you will be deemed to have accepted the updated Terms.

28.1 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign or transfer these Terms as part of a merger, acquisition, reorganisation, sale of assets or by operation of law.

28.2 Entire agreement

These Terms, together with any order form, quotation, statement of work, invoice and policy expressly incorporated by reference, form the entire agreement between you and Open Foundry regarding the Services.

28.3 Order of precedence

If there is a conflict between documents, the order of precedence will be: signed agreement, statement of work or order form, quotation, invoice, these Terms and finally the website pricing page.

28.4 Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.

28.5 No waiver

A failure or delay in enforcing any right or provision of these Terms does not waive that right or provision.

28.6 Force majeure

We will not be liable for delay or failure to perform caused by events beyond our reasonable control, including outages, cyber incidents, labour disputes, supplier failures, payment processor failures, hosting provider failures, natural disasters, war, terrorism, epidemics, regulatory action or changes in law.

These Terms and any dispute or claim arising out of or in connection with them are governed by the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction over disputes arising from or connected with these Terms.

If you have questions, complaints or notices relating to these Terms, please contact us using the details below:

• Legal/contact email: legal@openfoundry.app
• Postal address: 167-169 Great Portland Street, London, England, W1W 5PF
• Support/contact page: https://openfoundry.app/contact

The following summarises the current plans and services. Commercial details (plan names, prices, included limits and cancellation terms) are set out on our pricing page or in the applicable order form and may be updated from time to time.