In short
- Your drawings, 3D models, requests and workshop data stay yours. We only get the licence we need to provide Blake to you, and it ends with the service.
- We do not use your drawings, 3D models or workshop data to train AI models, unless you give separate written consent.
- Blake prepares, your people decide: you set prices and quotes and remain responsible for them.
- There is no SLA and no uptime percentage. We make reasonable efforts to keep Blake available.
- Our liability is capped, per event, at what you paid us in the 12 months before it, except in case of intent or deliberate recklessness.
- After the end you can still export your data for 30 days; then we delete it. Dutch law applies.
Definitions#
In these terms, capitalised terms have the meaning given in the table below.
| Term | Meaning |
|---|---|
| Subduxion | Subduxion B.V., High Tech Campus 5, 5656 AE Eindhoven, the Netherlands, Chamber of Commerce number 98353780. Subduxion provides Blake and is also referred to in these terms as we and us. |
| Subduxion IP | Subduxion IP B.V., Chamber of Commerce number 98356089. Subduxion IP owns the intellectual property in Blake and licenses it to Subduxion. |
| Blake | The online workspace for CNC machining that Subduxion provides, including the software, rules and models used in it. |
| Customer | The business or organisation that enters into the Agreement with Subduxion. In these terms we address the Customer as you. |
| User | A person who has access to the Workspace on behalf of the Customer, in the role of owner, admin, member or read-only. |
| Workspace | The Customer's separated environment in Blake, with its Users and Customer Data. |
| Customer Data | All data the Customer or its Users put into the Workspace, including requests, drawings, 3D models, part numbers, quantities, title-block data, rates, machine data and the confirmations and corrections of Users. |
| Outputs | What Blake prepares in the Workspace on the basis of Customer Data, such as the proposal of a drawing's requirements, a calculation with the cost price per operation and a quote. |
| Agreement | These terms of service, together with the Data processing agreement and any order form. |
| Data processing agreement | The terms in which Subduxion, as processor, sets out how it processes personal data in the Workspace. The Data processing agreement forms part of the Agreement. |
Scope and contracting#
These terms apply to every use of Blake by the Customer and its Users. Blake is for businesses and organisations, not for consumers.
The Agreement is formed through online acceptance at sign-up, or an order form that takes precedence. Whoever accepts on behalf of the Customer confirms that they are authorised to represent the Customer in doing so.
In case of conflict, an order form prevails, then the Data processing agreement as far as personal data is concerned, and then these terms. The Customer's own general terms, such as purchasing terms, do not apply.
You may not transfer the Agreement to another party without our written consent. We may do so only together with the business that provides Blake, and we will tell you in advance.
The Workspace and accounts#
With Blake you get your own Workspace for your requests, parts, calculations and quotes. A request comes in as a forwarded email or as an upload. Drawings (PDF) and 3D models (STEP) are read into a proposal of the drawing's requirements.
Blake then prepares a calculation with the cost price per operation, for milling from 3 to 5 axes, turning, mill-turning, drilling and tapping. You export quotes as PDF, CSV or JSON. Blake is in early access and is becoming available in phases.
You manage the Users and their roles: owner, admin, member or read-only. Users act on your behalf, and you are responsible for what happens under their accounts.
Each User has their own account and keeps their credentials to themselves. If you suspect misuse of an account, report it straight away to security@useblake.ai.
Access is separated per organisation: every record belongs to one organisation, and Blake shows it only in that organisation's workspace.
Customer Data and ownership#
Your Customer Data is and stays yours: your drawings, 3D models, requests and workshop data, with all rights in them. The Outputs that Blake prepares on the basis of your Customer Data also belong to you.
Subduxion acquires no ownership of Customer Data and no rights in it other than the licence in the next article.
You are responsible for having the right to put the Customer Data into Blake. This also applies to drawings and models of your own customers, for example under their non-disclosure agreements. If a third party holds us liable because you did not have that right, you indemnify us against that claim.
Licence to Subduxion#
You give us only the licence we need to provide Blake to you: the right to store and process Customer Data and to display it in your Workspace.
That licence is non-exclusive and applies only to your Workspace. We pass it on only to the subprocessors we use for that purpose; the current list is on the Subprocessors page.
The licence is not perpetual and not irrevocable. It ends once your Customer Data has been deleted after the end of the Agreement, as described in the article on term and termination.
Your drawings stay yours. Our licence ends with the service.
Blake prepares, your people decide#
Blake prepares proposals and calculations; the people in your workshop check, correct and confirm them. You decide on prices and quotes and remain responsible for them.
Outputs are a preparation. They are not a guarantee that a part can be made that way, and not a guarantee of a cycle time or a price.
We do not use your drawings, 3D models or workshop data to train AI models, unless you give separate written consent.
The drawing reader is optional and is off until an owner or admin turns it on. How the reader works, which data it uses and where that data is processed is described on the Your drawings and AI page.
Acceptable use#
You use Blake only for your own business and within the law. You and your Users will in any case not:
- upload drawings, models or other files you are not entitled to share;
- put unlawful content into Blake or distribute it through Blake;
- decompile or reverse engineer Blake, or try to derive its source code, rules or models, including by systematically requesting Outputs;
- circumvent or disable usage limits, access controls or security;
- share credentials or let more than one person use a single account;
- resell or sublicense Blake, or make it available to anyone other than your own Users.
If a breach occurs, we tell you in writing and give you a reasonable period to put it right. If that does not happen, we may suspend the access of the User concerned or of the Workspace until it is resolved.
If a breach puts the security of Blake or the data of other customers at immediate risk, we suspend first and inform you straight afterwards.
Availability#
We make reasonable efforts to keep Blake available, but we do not guarantee uninterrupted or error-free operation. There is no service level agreement and no uptime percentage.
During early access we do not offer a restore period. For the online service we make backups of the database; we will state a fixed restore period only once restore has been tested in that environment.
Blake is in early access. Features may be changed, added or switched off during this period.
Fees#
What you pay for Blake is set out in your order form or at sign-up.
For paid plans: amounts are in euros, exclusive of VAT, and invoiced in advance. On late payment you owe the Dutch statutory commercial interest (article 6:119a of the Dutch Civil Code), and we may suspend access after a written reminder. We announce fee changes 60 days in advance; if you do not agree, you can terminate before they take effect.
Paid self-serve plans are handled by a payment service in the EU, which receives billing data only, never data from your Workspace. Which provider that is, is on the Subprocessors page.
Confidentiality#
We each keep the other's confidential information secret. Confidential means all non-public information that one party receives from the other and that is clearly confidential, such as Customer Data, prices, rates and technical data.
Customer Data is always confidential, including the drawings and models of your own customers. We use it only to provide Blake to you.
A party shares confidential information only with employees, advisers and service providers who need it for the Agreement and who are themselves bound by confidentiality.
Confidentiality does not apply to information that is public without a breach of the Agreement, that the recipient already had or developed independently without using it, or that the recipient must disclose under the law or a court order. In that last case the recipient informs the other party in advance, where permitted.
Confidentiality continues to apply after the end of the Agreement, for as long as the information remains confidential.
Intellectual property in Blake#
The intellectual property rights in Blake, including the software, the rules, the models, the interface and the documentation, are held by Subduxion IP. Subduxion provides Blake under a licence from Subduxion IP.
During the Agreement you receive a non-exclusive, non-transferable right to use Blake for your own business within these terms. You receive no other rights.
That the Outputs are yours gives you no rights in the rules and models used to prepare them. Similar Outputs may also arise in other Workspaces.
If you give us suggestions or ideas about Blake, we may use them free of charge and without restriction. This does not apply to your Customer Data.
Privacy and the Data processing agreement#
For personal data in your Workspace, you are the controller and we are the processor. The Data processing agreement applies to that processing.
The Data processing agreement forms part of the Agreement automatically; no signature is needed. If you would like a signed copy, request it through privacy@useblake.ai.
We announce new or changed subprocessors 30 days in advance, and you may object. The current list is on Subprocessors.
We notify you of a personal data breach without undue delay and at the latest within 48 hours of discovery.
For the data we process as a controller ourselves, such as the account data of Users, our Privacy statement applies. How we secure Blake is described on the Security page.
Liability#
Our liability under the Agreement is capped, per event that causes damage, at the fees you paid us in the 12 months before that event.
We are not liable for indirect damage, such as consequential loss, lost profit, lost savings and loss due to business interruption.
These limitations do not apply in case of intent or deliberate recklessness of Subduxion or its management. Nor do they apply to your payment obligations.
Liability for a failure to perform arises only once you have given us written notice of default with a reasonable period to remedy it, and we still fail after that period.
Neither party is liable for a failure caused by force majeure: circumstances beyond its reasonable control, such as failures of the power grid or the internet, and measures taken by public authorities.
Term, termination, export and deletion#
The Agreement runs for an indefinite period and either party may terminate it in writing with 30 days' notice; a paid plan runs for the term in the order form and renews each time for the same period unless a party terminates no later than 30 days before its end.
Either party may terminate the Agreement in writing with immediate effect if the other fails to meet a material obligation and does not remedy it within 30 days of a written notice, or if the other is declared bankrupt or granted a suspension of payments.
After the Agreement ends, you can still export your Customer Data for 30 days.
We then delete your Customer Data, no later than 30 days after the export period ends. Copies in backups disappear within 7 days after that. Data we must keep by law, such as our own accounting records, we keep for as long as the law requires.
The articles on confidentiality, intellectual property, liability and governing law continue to apply after the end to the extent their nature requires.
Changes to these terms#
We may change these terms. We announce material changes by email to the owners of your Workspace at least 30 days before they take effect.
If you do not agree with a material change, you may terminate the Agreement with effect from the date the change takes effect.
Other changes, such as clarifications or adjustments required by law, apply from publication. Earlier versions and what changed are on the Changes page.
Governing law and disputes#
The Agreement is governed by Dutch law. The Vienna Sales Convention (CISG) does not apply.
We first try to resolve a dispute together through consultation. If that does not work, it is submitted to the competent court of the District Court of East Brabant (Rechtbank Oost-Brabant), location Eindhoven.
If a provision is void or voidable, the other provisions remain in force. The parties then replace the provision with a valid one that comes as close as possible to its purpose.
The English text of these terms is a translation. If the two differ, the Dutch text prevails.
Contact and notices#
Send questions about these terms and legal notices to Subduxion to info@subduxion.com. For privacy and security, use their own address:
- privacy, data subject requests and the Data processing agreement: privacy@useblake.ai;
- vulnerabilities and security incidents: security@useblake.ai.
We send notices to you at the email address of the owner of your Workspace. Our postal address is Subduxion B.V., High Tech Campus 5, 5656 AE Eindhoven, the Netherlands.