Terms of Use

Effective Date: January 22, 2026

Introduction​

These Terms of Use constitute your agreement with us, LabScale Technologies, Inc., and governs your use of the LabScale “Software as a Service” (“SaaS” or “Services”). By accessing or using the Services, you agree to be bound by the terms and conditions set forth in this agreement. If you do not agree with these Terms of Use, simply do not use the Services.

Service Description​

LabScale SaaS provides “critical device lab and test automation solutions for device, embedded QA, and software development teams.” Our services are constantly evolving and the form and nature of the services that LabScale SaaS provides may change from time to time without prior notice to you. However, we do not guarantee that the Services will be updated or upgraded, or that any errors in functionality will be corrected.

Fees and Payment​

Certain features of the Services may require payment of fees. You agree to pay all applicable fees associated with your use of the Services as described at the time you select such features or subscription plan. All fees are stated in U.S. dollars unless otherwise specified.

Unless otherwise agreed in writing, subscription fees are billed in advance on a recurring basis (monthly or annually, as applicable) and will automatically renew at the end of each billing period unless cancelled prior to renewal. You authorize LabScale to charge your designated payment method for all applicable fees, including any applicable taxes.

All fees are non-refundable except as expressly stated by us in writing or as required by applicable law. We may suspend or terminate your access to the Services for failure to pay fees when due. You are responsible for all taxes, levies, or duties imposed by taxing authorities related to your use of the Services, excluding taxes based on LabScale’s income.

Account Creation and Responsibility​

In order to access some features of the Services, you may be required to create an account. You represent and warrant that all information you submit when you create your account is accurate, complete, and current and that you will keep your account information accurate, complete, and current. You are responsible for maintaining the confidentiality of your account, login, and password and are fully responsible for all activities that occur under your account. You agree that your account is solely for your individual usage, and you will not share your username or password with any third party. You agree to notify us immediately if you become aware of any unauthorized access.

User Conduct​

You agree to use the Services only for lawful purposes and in a manner that does not infringe the rights of or restrict or inhibit the use and enjoyment of the Services by any third party. Such restriction or inhibition includes, without limitation, conduct which is unlawful, or which may harass or cause distress or inconvenience to any person, and the transmission of obscene or offensive content or disruption of normal flow of dialogue within the website/service.

We care about your privacy, and we comply with all applicable privacy laws in connection with our usage of your personally identifiable information. Please review our Privacy Notice for details. Please also note that we may amend our Privacy Notice at any time without notifying individual users. For that reason, if you wish to review any changes to our Privacy Notice, we invite you to periodically review our website.

To the extent that LabScale processes personal data on your behalf in connection with the Services, such processing shall be governed by our Privacy Notice and, where applicable, a separate Data Processing Addendum (“DPA”). You acknowledge that you are responsible for determining whether the Services are appropriate for storing or processing personal data and for ensuring that your use of the Services complies with applicable data protection laws.

User Content​

The website/service may allow you to submit, upload, publish or otherwise make available content, including but not limited to text, photographs, videos, and audio (collectively, “User Content”). You retain all rights in, and are solely responsible for, the User Content you make available through the website/service.

Customer Data​

In the course of using the Services, you may submit, upload, transmit, or otherwise make available data, information, files, logs, test results, device data, or other materials (“Customer Data”). You retain all right, title, and interest in and to your Customer Data.

You grant LabScale a limited, non-exclusive, worldwide, royalty-free license to host, store, process, transmit, and otherwise use Customer Data solely as necessary to provide, maintain, secure, and improve the Services, to comply with applicable law, and as otherwise permitted by these Terms of Use and our Privacy Notice.

You represent and warrant that you have all rights and permissions necessary to provide Customer Data to LabScale and that the processing of such Customer Data by LabScale does not violate applicable laws or the rights of any third party.

LabScale may collect and use aggregated and anonymized data derived from Customer Data for analytics, benchmarking, product improvement, and other lawful business purposes, provided that such data does not identify you or any individual.

Proprietary Rights​

The website and Services and its content, features and functionality are and will remain the exclusive intellectual property of LabScale and its licensors, and you obtain no rights thereto except the limited usage rights as described herein. LabScale grants you a limited, non-exclusive, non-transferable, limited and revocable right to use the Services solely as described herein. The website and Services are protected by copyright, trademark, and other laws of both United States of America, State of California and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of LabScale.

You may not copy, modify, distribute, sell, or transfer the SaaS or any portion thereof. You may not reverse engineer, decompile, or disassemble the Services. In addition, you may not modify or use the Services or software to create competitive services or to create any similar functionality to the Services.

In addition, (i) you may not license, sublicense, sell, exploit, or in any way transfer the Services to any third party; (ii) use any security testing tools in order to probe, scan or attempt to ascertain the security of the Services; or, (iii) disclose any benchmark or performance tests of the Services; or, copy, replicate, access our Services to attempt to discover any source code in connection with the Services.

Furthermore, you agree that you will not: (a) extract data from the Service for a commercial purpose not permitted by these Terms of Use, including through use of an automated system or software (i.e. “screen scraping,” “data scraping,” or “web scraping”); or, (b) engaging in any activity that interferes with or disrupts, that is designed to interfere with or disrupt, or imposes undue burdens on the Services or its systems.

Suspension and Termination​

Your access to the Services may be terminated immediately without notice if you fail to comply with any provision of these Terms of Use. Upon termination, you must immediately cease using the Services. In addition, in our sole discretion, we may modify, suspend, or terminate your account or access to the Services for any reason.

LabScale may suspend or terminate your access to the Services, with or without notice, if we reasonably believe that: (a) you have violated these Terms of Use; (b) your use of the Services poses a security risk to the Services or any third party; (c) required by law; or (d) you have failed to pay applicable fees when due.

Upon termination of your account, your right to access and use the Services will immediately cease. Unless otherwise required by law or agreed in writing, LabScale may delete Customer Data within a reasonable period following termination. You are solely responsible for exporting any Customer Data prior to termination of your account.

Disclaimer of Warranties​

The Services are provided “as is” without warranty of any kind, either express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, that any Services are free of viruses or vulnerabilities, or that the Services or any content accessed via the Services does not infringe on any third-party rights. We also disclaim any warranties regarding (a) the reliability, timeliness, accuracy, and performance of our Services, (b) any information, reviews, services, or goods obtained through or advertised on our Services or by us, as well as for any information or advice received through any links to other websites or resources provided through our Services, (c) the results that may be obtained from the Services, and (d) the correction of any errors in the Services, (e) storage, access to, or the security of your data; and (f) any third-party services or interactions with other participants through our Services. Some jurisdictions do not permit certain warranty limitations in which instance the foregoing shall be limited to the extent allowed by applicable law.

Limitation of Liability​

To the extent permitted by applicable law, in no event shall LabScale, its affiliates, officers, directors, employees, agents, partners, or licensors be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the website or Services; (ii) any conduct or content of any third party on the website or referenced or available through the Services; (iii) any content obtained from the website or Services; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not LabScale has been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose. To the extent permitted by law, our liability to you in any circumstance is limited to the amount of fees, if any, you paid to us in the prior 12 months.

Indemnification​

You agree to defend, indemnify, and hold harmless LabScale, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from or related to: (i) your use of or access to the Services; (ii) your violation of these Terms of Use; (iii) your Customer Data or User Content; or (iv) your violation of any applicable law or the rights of any third party.

Force Majeure​

LabScale shall not be liable for any failure or delay in performance of the Services resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, labor disputes, power or internet outages, acts of war or terrorism, government actions, or failures of third-party service providers.

Governing Law​

These Terms of Use shall be governed by and construed in accordance with the laws of California. Any legal action or proceeding arising under this Agreement shall be brought exclusively in the courts of Santa Clara County, California.

These Terms of Use and the applicable Privacy Notice constitute the entire agreement between the parties and supersede all prior or contemporaneous negotiations, discussions, or agreements, whether written or oral, regarding the subject matter of this agreement.

Your continued use of the Services following any changes by us in our sole discretion to this agreement shall constitute your acceptance of the amendments. This Agreement is not assignable except by us in our sole discretion.

No waiver of any provision of this agreement by us shall be deemed a further or continuing waiver of such provision or any other provision unless otherwise agreed to in writing by us.

If any provision of this agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. Those provisions which by their nature are intended to survive termination, including but not limited to intellectual property rights and limitations of liability, shall at all times remain in full force and effect following termination.

By installing or using the software or Services, you acknowledge that you have read this agreement, understand it, and agree to be bound by its terms and conditions.

Export Compliance​

You may not use or access the Services in violation of United States export control and economic sanctions laws or regulations. The Services may not be used by individuals or entities located in, or controlled by, countries subject to U.S. embargoes or sanctions, or by individuals or entities listed on U.S. government restricted or denied party lists.

LabScale Technologies, Inc.
920 Hillview Ct, Suite 140, Milpitas, CA 95035
contact@labscale.com
Copyright © 2023-2026 LabScale Technologies, Inc. All rights reserved.