ShopMind Terms of Service

Effective date: September 12, 2026 · Version 2026-09-12
Provider: ShopMind LLC, a Utah limited liability company
Legal and support contact: shopmind@shopmind.com
Billing contact: shopmind@shopmind.com
Mailing address: ShopMind LLC, PO Box 83, Providence, UT 84332
Privacy Policy: ShopMind Privacy Policy

1. Agreement and eligibility

These Terms govern access to ShopMind's hosted Web OS, including its planning, scheduling, shop operations, file storage, and available intelligence features (the “Service”). “ShopMind,” “we,” and “us” mean the provider identified above. “Customer” and “you” mean the business accepting these Terms.

By selecting the acceptance checkbox or signing an order incorporating these Terms, you agree on behalf of Customer and represent that you have authority to bind that business. The person creating the account must be at least 18 and legally capable of entering a contract. The Service is offered for business use. Do not create an account for a business you are not authorized to represent.

International availability and early access

ShopMind may accept business customers outside the United States in supported countries. Availability depends on our ability to provide the Service, applicable law, provider restrictions, and any required contractual or data-protection arrangements. We may request your business country and intended user locations to assess availability. Provide accurate information and contact us before expanding use into a country not covered by your onboarding approval.

An early-access inquiry is a request for information, not a paid subscription or a guarantee of acceptance. During the early-access launch, international inquiries are reviewed before paid signup is offered. Do not submit shop files or employee records with an early-access inquiry. Any price, supported features, currency, applicable taxes, and recurring payment terms will be disclosed before payment.

Where required, we and Customer will enter into a data processing agreement and establish appropriate transfer arrangements before the relevant personal information is processed. These Terms and a general acceptance checkbox do not replace those arrangements. Customer's obligations do not relieve ShopMind of its own legal duties.

A signed order or separately negotiated agreement controls over these Terms only where it expressly conflicts. A signed data processing agreement controls over conflicting provisions concerning its subject matter. The Privacy Policy explains personal information practices; it does not transfer ownership of Customer Content.

2. Accounts, permissions, and seats

Customer must provide accurate account and billing information and keep it current. Customer's Owner manages the subscription and authorized users. Customer is responsible for assigning appropriate permissions, promptly removing access that is no longer authorized, and its users' compliance with these Terms.

Each person must use their own authorized identity. Do not share individual credentials or use shared identities to evade seat limits. A PIN or other additional verification step does not replace the need to protect account credentials. Notify us promptly of suspected unauthorized access.

An authorized seat may be reassigned when a person leaves or changes roles. Reassigning or removing a person does not automatically reduce purchased subscription capacity or erase historical work records. Customer is responsible for giving its personnel any legally required notices about workplace records, activity monitoring, or time tracking.

3. Access rights and plan features

During the subscription, and subject to payment and these Terms, ShopMind grants Customer a limited, nonexclusive, nontransferable right to access the Service for Customer's internal business operations through its authorized users. This is a subscription to access software, not a sale of the software or its source code.

Your order or checkout identifies the edition, included seats, purchased additional seats, billing interval, and price. Intelligence features, integrations, storage, and usage allowances are included only when expressly offered with your plan. No plan provides unlimited intelligence use unless expressly stated in writing. Additional usage charges require disclosure and authorization; these Terms alone do not authorize unspecified overage charges.

We may maintain and improve the Service. We will not materially reduce the core functionality of a paid plan during its current prepaid term without offering a reasonable alternative or an opportunity to terminate with a prorated refund for the affected unused period. Future features and roadmap statements are not purchase commitments unless included in a signed order.

4. Fees, renewal, and payment

Subscriptions automatically renew for successive billing periods of the same length until canceled. By completing subscription checkout, Customer authorizes recurring charges for the selected plan and authorized additions at the disclosed price, plus applicable taxes. Monthly subscriptions renew monthly unless your order states otherwise.

Fees are payable in advance in the currency displayed at checkout. Customer is responsible for applicable sales, use, and similar taxes, excluding taxes on ShopMind's net income. Unless checkout or a signed order states otherwise, prices are in US dollars. Your bank or payment provider may impose its own currency-conversion or cross-border charges, which ShopMind does not control. Payments are processed through our payment provider, currently Stripe. Customer must maintain a valid authorized payment method. Payment-provider terms may apply to its payment services.

Upgrades and added seats are prorated as disclosed in the billing flow and become available after payment is confirmed. A failed or pending payment does not itself grant the requested additional access. Contact us to arrange a downgrade or seat reduction; it takes effect for a future renewal after confirmation, not retroactively. Removing a user does not cancel a purchased seat.

We will give at least 30 days' advance notice of a recurring price increase, which will apply no earlier than a renewal after that notice period. You may cancel before the increase takes effect. Any greater notice or consent required by applicable law will apply.

Except where these Terms, your order, or law requires otherwise, payments are nonrefundable and unused time or capacity is not credited. Contact shopmind@shopmind.com promptly about billing errors. We will investigate and correct verified errors; this does not limit statutory dispute rights.

5. Cancellation and payment failure

The Owner may stop renewal through Manage plan and billing → Payment methods & invoices → Cancel subscription. If the portal is unavailable, email shopmind@shopmind.com to request cancellation. We will honor a cancellation request received before renewal, even if our processing occurs later. Keep the cancellation confirmation.

Cancellation normally takes effect at the end of the current paid period. Existing paid access remains available until then unless suspension or termination is justified under these Terms. Canceling renewal does not erase amounts already owed or automatically request deletion of Customer Content.

If a payment fails or paid access expires, we may pause workspace access until the payment issue is resolved. We will provide notice and a reasonable opportunity to resolve the issue when practicable. A discretionary grace period does not waive payment obligations or promise continuing access. Billing and recovery access may remain available while the workspace is paused.

6. Customer Content and ownership

“Customer Content” includes files, CAD models, drawings, programs, job data, schedules, process information, prompts, and other material submitted by Customer or its users. As between Customer and ShopMind, Customer retains ownership of Customer Content and its preexisting intellectual property.

Customer grants ShopMind a limited right to host, copy, process, transmit, and display Customer Content only as reasonably necessary to provide, secure, support, and maintain the Service, perform Customer's instructions, and comply with law. We may exercise that right through service providers bound by appropriate confidentiality and data protection obligations. This license does not authorize sale of Customer Content or disclosure of a customer's designs to another customer.

Customer represents that it has the rights and permissions needed to submit Customer Content and authorize the processing described here. Customer remains responsible for the accuracy, legality, and use of its content. Customer should retain independent copies of critical business and manufacturing records.

Customer Content will not be used to train a general-purpose AI model unless Customer separately opts in. Processing content to answer Customer's request, including retrieval or indexing for its own workspace, is not permission to train a general-purpose model. This commitment also applies to providers processing Customer Content on our behalf.

7. ShopMind intellectual property

ShopMind and its licensors retain all rights in the Service, including software, code, interface designs, documentation, brands, algorithms, and improvements, other than Customer Content. No rights are granted by implication. Do not remove proprietary notices or represent that you own ShopMind's software or branding.

If Customer voluntarily provides product suggestions, Customer grants ShopMind a perpetual, worldwide, royalty-free right to use those suggestions to improve and commercialize its products. This does not transfer ownership of Customer Content or permit us to disclose Customer's confidential information.

Customer may not copy, resell, sublicense, or make the Service available as a service bureau without written permission; bypass payment, permission, security, or usage restrictions; or reverse engineer the Service except to the extent applicable law expressly permits despite this restriction. These Terms do not restrict independent development using lawful information without misusing ShopMind intellectual property or confidential information.

8. Confidentiality and data protection

Each party may receive nonpublic business, technical, or financial information of the other that is identified as confidential or reasonably understood to be confidential. Customer Content is Customer's confidential information. The receiving party will use confidential information only to perform or exercise rights under this agreement, protect it with reasonable care, and disclose it only to personnel and service providers who need access and are subject to confidentiality duties.

These duties do not cover information the recipient can show was lawfully known without restriction, independently developed, received lawfully from another source, or made public without breach. Legally compelled disclosure is permitted, with advance notice where lawful and reasonable assistance in seeking protection. Nothing prohibits protected reporting to regulators, law enforcement, or counsel.

We will maintain reasonable administrative, technical, and organizational safeguards appropriate to the Service. No system is completely secure. The name “Lockbox” and additional authentication steps are not promises of absolute security or a particular certification. We will notify Customer of a confirmed security incident affecting its Customer Content without undue delay and as required by applicable law, and take reasonable steps to contain and address it.

Personal information is handled as described in the Privacy Policy and any applicable data processing agreement. Before submitting information requiring specialized contractual or regulatory safeguards, Customer must obtain our written agreement that the Service supports those requirements. Do not submit classified information or export-controlled technical data unless we expressly authorize that use in a separate written agreement.

9. Intelligence and manufacturing decisions

Intelligence features may produce inaccurate, incomplete, outdated, or nonunique responses. Customer must independently review outputs and verify sources, calculations, and suitability. They are decision-support tools and are not professional engineering advice, safety certification, or a guarantee of production results.

Customer is responsible for checking any program, toolpath, feeds and speeds, tooling recommendation, setup, schedule, or instruction before use. Use qualified personnel, appropriate simulation and prove-out procedures, machine safeguards, and required inspections. Do not rely on the Service as the sole control for machine operation, personnel safety, or regulatory compliance.

As between the parties, and to the extent legally possible, Customer owns outputs generated specifically for Customer from its use of intelligence features, excluding underlying Service technology, third-party material, and other customers' content. ShopMind assigns any rights it may have in those outputs to Customer on that basis. Outputs may not qualify for intellectual property protection or be exclusive, and Customer must evaluate third-party rights before use.

10. Acceptable use and external services

Do not use the Service to violate law or others' rights; upload malicious code; obtain unauthorized access; disrupt the Service; impersonate another person; or extract another customer's data. Security research requiring access beyond your own authorized account needs prior written authorization.

Customer chooses and authorizes its integrations and is responsible for its third-party accounts. Third-party services may have separate terms and availability limits. We are not responsible for independently operated third-party products, but this does not excuse our obligations for service providers we engage to deliver the Service.

Beta, preview, trial, and sandbox features may change or end and are not intended for production-critical use. Clearly labeled sandbox checkout does not create a real-money charge. Starting a paid subscription requires the disclosed paid checkout or a separate order; a sandbox test does not authorize future live charges.

11. Suspension, termination, and data return

We may suspend access as reasonably necessary to address nonpayment, a material breach, a security threat, or a legal requirement. We will limit suspension to what is reasonably necessary and give notice and an opportunity to cure when practicable. Immediate action may be necessary to protect customers or the Service.

Either party may terminate for the other's material breach not cured within 30 days after written notice. We may terminate for serious unlawful activity or a breach that cannot reasonably be cured. If ShopMind ends a paid subscription for convenience, or Customer terminates for our uncured material breach, we will refund prepaid fees for the unused portion. No refund is owed for termination caused by Customer's breach, except as required by law.

Customer should download available files and retain independent copies of important records while paid access is available. Contact shopmind@shopmind.com before ending the subscription to arrange return of other retained Customer Content. If access has already ended, contact us promptly; we will review what remains available and explain the scope, format, and timing of assistance. Self-service downloads cover individual supported files, not a complete account migration. We need not recreate previously deleted content or develop a custom migration. Any charge for extraordinary assistance requires Customer's prior agreement. Statutory access, portability, and deletion rights and any separately agreed data-return obligations remain unaffected. Retained copies remain protected and are handled under the Privacy Policy.

Payment obligations already incurred, ownership, confidentiality, limitations of liability, dispute provisions, and provisions intended by their nature to survive will survive termination.

12. Warranties and disclaimers

Each party represents that it has authority to enter this agreement. Except for express commitments in these Terms or a signed order, and to the maximum extent permitted by law, the Service and outputs are provided “as is” and “as available.” ShopMind disclaims implied warranties of merchantability, fitness for a particular purpose, and noninfringement.

We do not warrant uninterrupted or error-free operation, that every defect will be corrected, or any specific productivity, revenue, machining, or business outcome. An uptime or service-level commitment applies only if separately agreed in writing. These disclaimers do not override express duties in these Terms or rights that cannot lawfully be excluded.

13. Liability limits

To the maximum extent permitted by law, neither party is liable under this agreement for indirect, incidental, special, exemplary, punitive, or consequential damages, including lost profits or business interruption. This exclusion applies regardless of legal theory, even if advised of the possibility.

Each party's total aggregate liability arising from this agreement will not exceed the fees paid or payable by Customer for the Service during the 12 months preceding the event giving rise to the claim. For a wholly free or sandbox account, the limit is $100.

These limits and exclusions do not apply to fraud, willful misconduct, gross negligence, Customer's unpaid subscription fees, infringement or misappropriation of the other party's intellectual property, or liability that cannot lawfully be limited. They do not reduce a refund expressly owed under these Terms. Related claims are aggregated, not multiplied by the number of users or incidents.

14. Customer indemnity

Customer will defend ShopMind against a third-party claim to the extent caused by Customer Content infringing that third party's intellectual property rights or Customer's unlawful use of the Service, and pay resulting damages and reasonable costs finally awarded or agreed in settlement. This does not apply to the extent the claim results from ShopMind's breach, negligence, or unauthorized modification or use of Customer Content.

ShopMind must promptly notify Customer, provide reasonable cooperation at Customer's expense, and allow Customer to control the defense with competent counsel. Customer may not settle a claim in a way that admits ShopMind's fault, imposes nonmonetary duties on ShopMind, or fails to release ShopMind without its prior written consent, not unreasonably withheld.

15. Governing law and disputes

This agreement is governed by Utah law, excluding conflict-of-laws rules. Subject to mandatory law, the parties consent to exclusive jurisdiction in the state courts located in Cache County, Utah, and the United States District Court for the District of Utah.

The Utah choice of law and venue does not exclude mandatory protections or regulatory complaint rights that cannot lawfully be waived in an applicable jurisdiction. Business-use wording does not by itself determine which mandatory laws apply.

Before filing a claim, a party should give written notice describing the dispute and allow 30 days for good-faith discussions. This does not delay urgent protective relief, statutory deadlines, or a proceeding that cannot lawfully be restricted. These Terms do not impose mandatory arbitration or a class-action waiver.

16. Notices, changes, and general provisions

We may send account, security, billing, and contractual notices to Customer's registered Owner email or through the Service. Customer must maintain a reachable address. Customer may send legal notices to the contact above. Marketing preferences are separate from necessary service communications.

We will identify the effective date of revised Terms and provide at least 30 days' notice of material changes. Material changes apply prospectively at renewal unless Customer expressly accepts earlier application or law requires otherwise. We will obtain renewed consent where required. Changes will not retroactively govern an existing dispute. Customer may cancel renewal if it does not accept the new terms.

Neither party may assign this agreement without the other's reasonable consent, except to an affiliate or as part of a merger, reorganization, or sale of substantially all relevant assets, if the successor assumes the obligations. An assignment does not authorize broader use of Customer Content or override applicable privacy rights.

Neither party is responsible for delay caused by events reasonably beyond its control, except payment obligations already incurred; the affected party must take reasonable steps to mitigate. If an interruption lasts more than 30 consecutive days, Customer may terminate the affected service and receive a prorated refund for unused prepaid service.

The parties are independent contractors. A failure to enforce a provision is not a waiver. If a provision is unenforceable, the remainder remains in effect to the extent lawful. These Terms and applicable orders constitute the parties' entire agreement about the Service and supersede prior discussions on that subject.