Terms of Use

These Terms of Use ("Terms") govern your access to and use of the platform and services (the "Platform") operated by Beam Strategic Execution Ltd., an Israeli company ("Beam," "Company," "we," "us," or "our"). Beam Strategic Execution Ltd. is a subsidiary of Beam Strategic Execution LLC, a Delaware limited liability company.

By accessing or using the Platform, you ("you," "User," or "Customer") agree to be bound by these Terms. If you are using the Platform on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and references to "you" shall include that organization.

If you do not agree to these Terms, do not access or use the Platform.

1. Definitions

1.1. "Authorized Users" means employees or authorized contractors of Customer who are acting on Customer's behalf and are granted access to and the right to use the Platform subject to these Terms.

1.2. "Confidential Information" means any and all information or data that is disclosed by either party to the other party, whether directly or indirectly, in any form or medium, that (a) is marked or otherwise designated as "Confidential" or "Proprietary" at the time of disclosure, (b) is identified as confidential or proprietary at the time of disclosure, or (c) by its nature or the circumstances surrounding the disclosure, should reasonably be understood to be proprietary and confidential.

1.3. "Customer Data" means any information, content, data, or materials that a User submits to or provides through the Platform, including seed ideas, conversation inputs, organizational context documents, answers to questions, and any other content provided by the User.

1.4. "Feedback" means any suggestion, data, enhancement, request, recommendation, correction, or other feedback provided by Customer or its Authorized Users relating to the Platform.

1.5. "Output Data" means any reports, product graphs, plans, analyses, structured questions, augmented reflections, and other output that the Platform generates and provides or makes available to the User.

1.6. "Platform" means Beam's proprietary AI-powered product planning platform, including all software, services, features, and content made available through it.

2. Access and Use of the Platform

2.1. License Grant

Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Platform for your internal business purposes during the term of your subscription or access period.

2.2. Account Responsibilities

You are responsible for maintaining the confidentiality of your account credentials, for all activities that occur under your account, and for ensuring that all Authorized Users comply with these Terms. You shall promptly notify us of any unauthorized use of your account.

2.3. Restrictions

You shall not and shall not permit any third party to:

• (a) decipher, decompile, disassemble, or reverse-engineer any software used to provide the Platform;
• (b) circumvent, disable, or otherwise interfere with features of the Platform related to security or access;
• (c) use any automated means (robot, spider, scraper, or similar) to access the Platform other than through the interfaces we provide;
• (d) copy, modify, distribute, display, sublicense, or create derivative works of the Platform except as expressly permitted herein;
• (e) remove, alter, or conceal any copyright, trademark, or other proprietary rights notices incorporated in the Platform;
• (f) impair, disrupt, or breach the security of the Platform, or circumvent or manipulate any technical limitations, safeguards, or safety mitigations therein;
• (g) use the Platform for any activity that violates Applicable Law, infringes the rights of any third party, or is fraudulent, abusive, or harmful;
• (h) use the Platform to develop a competing product or service;
• (i) transmit any malicious code, viruses, or other harmful material through the Platform;
• (j) use the Platform to store or transmit content that is defamatory, obscene, or otherwise objectionable; or
• (k) exceed any usage limits or access restrictions applicable to your subscription plan.

2.4. Suspension

We may suspend or terminate your access to the Platform without prior notice if we reasonably determine that your use violates these Terms, poses a security risk to the Platform or other users, or is fraudulent or abusive.

3. AI-Generated Output

3.1. Nature of Output

The Platform generates Output Data using artificial intelligence technologies. Output Data is generated by AI models and is not professional advice. The field of AI is constantly evolving, and although we make efforts to improve the quality and accuracy of the Platform, we cannot guarantee that Output Data will always be accurate, complete, correct, or suitable for any particular purpose.

3.2. User Responsibility

You are solely and exclusively responsible for:

• (a) evaluating the Output Data for accuracy and appropriateness for your use and application;
• (b) all decisions, acts, or omissions that you or others on your behalf conduct in connection with your use of the Platform and Output Data, and for all consequences resulting from such activities; and
• (c) carrying out all actions as you may deem appropriate in your independent professional judgment as a result of your use of the Platform and Output Data.

3.3. No Reliance

Output Data does not constitute product management advice, technical advice, legal advice, or any other form of professional advice. You should not rely on Output Data as a substitute for professional judgment or independent verification. The Platform is a tool designed to assist and enhance your product planning process, not to replace your decision-making.

3.4. AI Service Providers

The Platform utilizes third-party AI model providers (currently Google Gemini via Vertex AI) to generate Output Data. These providers may update their models from time to time, which may affect the nature or quality of Output Data. We are not responsible for changes made by third-party AI providers.

4. Intellectual Property

4.1. Platform Ownership

Beam and its licensors own all right, title, and interest in and to the Platform, including all enhancements, modifications, and derivatives thereof and all intellectual property rights associated therewith. Except for the limited right to use the Platform granted herein, nothing in these Terms grants or assigns to you any license, right, title, or interest in or to the Platform or any intellectual property rights associated therewith.

4.2. Customer Data Ownership

You retain all right, title, and interest in and to your Customer Data. You hereby grant Beam a non-exclusive, worldwide license to use, store, process, analyze, and display Customer Data during the term of your access, solely for the purposes of providing the Platform and its services to you.

4.3. Output Data

You shall have all right, title, and interest in and to Output Data generated from your Customer Data. You acknowledge that Output Data is generated by AI and may contain content similar to output generated for other users from different inputs.

4.4. Feedback

You acknowledge and agree that all right, title, and interest in any Feedback, including all intellectual property rights therein and any enhancements, modifications, improvements, and derivative works thereof, shall be solely and exclusively owned by Beam. You hereby irrevocably transfer and assign to Beam all rights, title, and interest in the Feedback, including all intellectual property rights therein.

4.5. Aggregated Data

Notwithstanding anything to the contrary herein, Beam may aggregate and de-identify Customer Data, Output Data, and other data collected in connection with your use of the Platform, including performance, analytics, and statistical data ("Aggregated Data"). Aggregated Data shall not identify you or otherwise contain any individually identifiable information. Beam may use Aggregated Data during and after the term for the purposes of analyzing, improving, supporting, and operating the Platform and for internal product development purposes.

4.6. Domain Knowledge

The Platform incorporates a curated library of product management knowledge maintained by Beam. This content is Beam's proprietary material and is not derived from Customer Data. No right, title, or interest in the domain knowledge library is granted to you.

5. Fees and Payment

5.1. Subscription Fees

Access to the Platform may be subject to fees as set forth in the applicable order form, subscription plan, or separate agreement between you and Beam (the "Fees"). All Fees are exclusive of applicable taxes, which shall be your responsibility.

5.2. Payment Terms

Unless otherwise specified in the applicable order form, all Fees are due and payable within thirty (30) days after the invoice date.

5.3. Free Access and Pilot Programs

Where Beam provides free access to the Platform (including pilot programs, beta access, or promotional periods), such access is provided at Beam's discretion and may be modified, limited, or terminated at any time.

5.4. Overdue Payments

Overdue amounts shall bear interest at the lesser of 1.5% per month or the maximum rate permitted by Applicable Law. Beam may suspend access to the Platform for accounts with payments overdue by more than fifteen (15) days.

6. Confidentiality

6.1. Obligations

Each party shall maintain the confidentiality of the other party's Confidential Information to the same extent and with at least the same degree of care as such party protects its own Confidential Information of like kind, but in no event using less than a reasonable degree of care. Neither party may disclose Confidential Information of the other party except as necessary for the performance of its obligations or exercise of its rights under these Terms.

6.2. Exceptions

The obligations in Section 6.1 shall not apply to information that the receiving party can document: (a) was rightfully in its possession or known to it prior to receipt; (b) is or has become publicly available through no fault of the receiving party; (c) is rightfully obtained from a third party without breach of any confidentiality obligation; (d) is independently developed without reliance on the Confidential Information; or (e) is required to be disclosed by Applicable Law, provided that the receiving party gives prompt notice to the disclosing party (to the extent legally permitted) and discloses only the minimum information legally required.

6.3. Return or Destruction

Upon termination of these Terms, each party shall, at the other party's direction, return or destroy any Confidential Information of the other party in its possession, except as required to be retained by Applicable Law.

7. Data Processing and Privacy

7.1. Your use of the Platform is subject to our Privacy Policy, available at https://beam.builders/privacy, which is incorporated by reference into these Terms.

7.2. You acknowledge that use of the Platform involves the Processing of certain Personal Data by Beam. You warrant that you have lawfully obtained any necessary consents for the transfer of Personal Data to Beam in connection with your use of the Platform.

7.3. Where you are providing Personal Data of third parties through the Platform (such as information about your users, customers, or employees in organizational context documents), you represent and warrant that you have the lawful basis and all necessary consents to provide such data to Beam for Processing in connection with the Platform.

7.4. Enterprise customers may enter into a separate Data Processing Addendum with Beam, which shall take precedence over these Terms with respect to the Processing of Personal Data.

8. Disclaimers

8.1. EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE PLATFORM AND OUTPUT DATA ARE PROVIDED ON AN "AS-IS" AND "AS AVAILABLE" BASIS. BEAM EXPRESSLY DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS IN RESPECT OF THE PLATFORM AND OUTPUT DATA, INCLUDING, WITHOUT LIMITATION, EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, SECURITY, OR ACCURACY.

8.2. THE PLATFORM GENERATES OUTPUT DATA USING ARTIFICIAL INTELLIGENCE TOOLS. DUE TO THE NATURE OF SUCH TECHNOLOGY, BEAM CANNOT GUARANTEE THAT OUTPUT DATA WILL ALWAYS BE ACCURATE, COMPLETE, OR CORRECT. OUTPUT DATA MAY CONTAIN ERRORS, OMISSIONS, OR INACCURACIES.

8.3. BEAM DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED.

8.4. BEAM DOES NOT WARRANT THAT OUTPUT DATA WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, OR THAT THE USE OF OUTPUT DATA WILL ACHIEVE ANY PARTICULAR BUSINESS OUTCOME.

9. Limitation of Liability

9.1. IN NO EVENT SHALL BEAM OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR CONSULTANTS HAVE ANY LIABILITY FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE PLATFORM OR THESE TERMS, INCLUDING LOST PROFITS, LOST BUSINESS OPPORTUNITIES, LOST DATA, OR COSTS OF PROCUREMENT OF SUBSTITUTE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF BEAM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2. BEAM'S MAXIMUM CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT PAID TO BEAM BY YOU UNDER THESE TERMS DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED US DOLLARS (US$100).

9.3. THE LIMITATIONS IN THIS SECTION 9 SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, REGARDLESS OF WHETHER BEAM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

10. Indemnification

10.1. You shall indemnify, defend, and hold harmless Beam and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Platform in violation of these Terms; (b) your breach of any representation or warranty herein; (c) your Customer Data or Customer Systems infringing the intellectual property rights of any third party; or (d) your reliance on or use of Output Data.

10.2. Beam shall promptly notify you of any claim for which it seeks indemnification and shall reasonably cooperate with you in the defense of such claim.

11. Term and Termination

11.1. Term

These Terms are effective from the date you first access or use the Platform and continue until terminated in accordance with this Section 11.

11.2. Termination for Convenience

Either party may terminate these Terms for convenience by providing at least thirty (30) days prior written notice to the other party.

11.3. Termination for Cause

Either party may terminate these Terms immediately by written notice if the other party commits a material breach of these Terms and such breach is not remedied within fifteen (15) days of receipt of written notice thereof.

11.4. Effect of Termination

Upon termination or expiration of these Terms: (a) your right to access and use the Platform shall immediately cease; (b) each party shall return or destroy the other party's Confidential Information as directed; and (c) Beam shall delete your Customer Data and Output Data within thirty (30) days, except as required by Applicable Law or as otherwise set forth in the Privacy Policy.

11.5. Survival

Sections 3 (AI-Generated Output), 4 (Intellectual Property), 6 (Confidentiality), 7 (Data Processing and Privacy), 8 (Disclaimers), 9 (Limitation of Liability), 10 (Indemnification), 12 (Governing Law), and 13 (Miscellaneous) shall survive the expiration or termination of these Terms.

12. Governing Law and Jurisdiction

12.1. These Terms and any claim, cause of action, or dispute arising out of or relating thereto shall be governed by and construed in accordance with the laws of the State of Israel, without giving effect to any conflict of law principles that would result in the application of the laws of a jurisdiction other than the State of Israel.

12.2. Any dispute, claim, or controversy arising out of, connected with, or relating to these Terms will be submitted to the sole and exclusive jurisdiction of the competent courts located in Tel Aviv-Jaffa, Israel.

13. Miscellaneous

13.1. Entire Agreement. These Terms, together with the Privacy Policy and any applicable order form or separate agreement, constitute the entire agreement between you and Beam regarding the subject matter hereof and supersede all prior agreements, understandings, and communications, whether written or oral.

13.2. Amendments. Beam may update these Terms from time to time. We will notify you of material changes by posting the updated Terms on the Website with a revised "Last Updated" date. Your continued use of the Platform after such changes constitutes acceptance of the updated Terms.

13.3. Severability. If any provision of these Terms is held by a court of competent jurisdiction to be unenforceable, such provision shall be interpreted to give maximum effect to its terms as possible under law, and the remaining provisions shall be unaffected and continue in full force and effect.

13.4. No Waiver. The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

13.5. Assignment. Neither party may assign any of its rights or obligations under these Terms without the prior written consent of the other party, provided that Beam may assign its rights and obligations hereunder to a purchaser of all or substantially all of its assets or share capital.

13.6. No Agency. Nothing in these Terms creates any agency, employment, joint venture, or partnership relationship between the parties.

13.7. Force Majeure. Neither party shall be liable for any delay or failure to perform its obligations under these Terms due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, pandemic, governmental actions, or failures of third-party services.

13.8. Notices. All notices under these Terms shall be in writing and delivered to the email address associated with your account (for notices to you) or to legal@beam.builders (for notices to Beam).

13.9. Publicity. Beam may identify you as a user of the Platform on Beam's website and marketing materials, unless you opt out in writing.

14. Contact Us

If you have questions about these Terms, please contact us at:

Beam Strategic Execution Ltd.
Email: legal@beam.builders