Terms of Service

Effective Date: March 20, 2026 Last Updated: March 20, 2026

These Terms of Service ("Terms") govern your access to and use of the FormaOpt software platform ("Software" or "Service") provided by Forma Systems Inc., a Delaware corporation ("Company," "we," "us," or "our"). By accessing or using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.

1. Description of Service

FormaOpt is a structural optimization platform for precast concrete design. The Software performs optimization and structural analysis calculations to assist qualified professionals in the early-stage design of T-beam slab systems.

The Company is not a licensed engineering firm and does not provide professional engineering services. The Service is a computational tool — it does not constitute the practice of engineering under any state or federal licensing statute. No engineer-client relationship is created by your use of the Software.

2. Engineering Disclaimer

THE SOFTWARE IS A TOOL INTENDED TO ASSIST QUALIFIED PROFESSIONALS AND IS NOT A SUBSTITUTE FOR PROFESSIONAL ENGINEERING JUDGMENT, EXPERIENCE, OR COMPETENCE. USE OF THE SOFTWARE DOES NOT CONSTITUTE THE PROVISION OF ENGINEERING SERVICES.

  1. Results are preliminary. All optimization outputs, structural analyses, and code compliance checks produced by FormaOpt are for preliminary design exploration only. They do not constitute professional engineering services, advice, or a verified structural design.

  2. Independent verification required. All results produced by FormaOpt must be independently verified by a licensed Professional Engineer (PE) or equivalent qualified professional before being used in the design, fabrication, or construction of any structure. You are solely responsible for verifying the accuracy and applicability of all outputs.

  3. User responsible for input and output. You are responsible for the accuracy of all input data entered into the Software and for independently verifying that all output is reasonable and in accordance with applicable building codes, standards, and regulations.

  4. No guarantee of code compliance. While FormaOpt performs calculations referencing ACI 318M-19 and other building codes, the Company does not warrant that the Software's calculations comply with any particular building code, standard, or regulation. It is the user's sole responsibility to ensure that all designs comply with applicable codes.

  5. Beta and preview features. The Service may include features designated as "beta," "preview," or "coming soon." These features are provided for evaluation purposes, may contain errors, and may be modified or discontinued at any time without notice. Beta features are subject to these Terms and carry no additional warranties.

3. Accounts and Access

You must create an account to use the Service. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. Each subscription is licensed on a per-seat basis — credentials may not be shared between individuals. You must notify us immediately of any unauthorized use of your account.

4. Subscription and Payment

  • FormaOpt is offered as a subscription service billed monthly ($249/month per seat) or annually ($1,995/year per seat).
  • New accounts receive a 7-day free trial. No credit card is required to start a trial. You may cancel at any time during the trial with no charge.
  • Subscriptions renew automatically unless cancelled before the end of the billing period.
  • Fees are non-refundable for completed billing periods, except in cases of billing error or as required by applicable law. If you believe you have been charged in error, contact us within 30 days for resolution.
  • We reserve the right to change pricing with 30 days' written notice. Price changes take effect at the start of the next billing cycle following the notice period.

5. Intellectual Property

Your Data

You retain all right, title, and interest in and to any data, models, project configurations, and designs you create using the Software ("User Content"). The Company claims no ownership rights in your User Content.

License to Provide the Service

By uploading or submitting User Content to the Service, you grant the Company a non-exclusive, worldwide, royalty-free license to host, store, transfer, and process your User Content solely as necessary to provide and operate the Service. This license terminates when you delete your User Content or your account.

Forum Contributions

Content you post to the FormaOpt community forum ("Forum Content") is visible to other authenticated users. You grant the Company a perpetual, non-exclusive, royalty-free license to host, display, and distribute your Forum Content as part of the Service. Forum Content may be retained after account termination to preserve community discussion threads.

Aggregated Data

The Company may use aggregated, anonymized, and de-identified data derived from your use of the Service to improve the Software and related services. This data will not include any information that identifies you, your organization, or your specific projects.

Company IP

The Software, including its algorithms, source code, user interface, documentation, and all related intellectual property, is owned by the Company and protected by applicable intellectual property laws. Your subscription grants you a limited, non-exclusive, non-transferable license to use the Software during your subscription term.

6. Acceptable Use

You agree not to:

  • Reverse engineer, decompile, or disassemble the Software
  • Resell, sublicense, or distribute access to the Service
  • Use the Service to develop a competing product
  • Attempt to circumvent any access controls or security measures
  • Upload malicious content or interfere with other users' access

7. Export Compliance

The Service may be subject to United States export control laws and regulations, including the Export Administration Regulations (EAR). You agree not to export, re-export, or transfer the Service or any technical data received through the Service to any country, entity, or person prohibited by United States export laws, including any country subject to comprehensive sanctions by the U.S. Office of Foreign Assets Control (OFAC).

8. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF RESULTS, AND NONINFRINGEMENT.

THE COMPANY DOES NOT WARRANT THAT: (A) THE SOFTWARE WILL PRODUCE ACCURATE, COMPLETE, OR RELIABLE RESULTS FOR ANY PARTICULAR APPLICATION; (B) THE SOFTWARE'S CALCULATIONS COMPLY WITH ANY PARTICULAR BUILDING CODE, STANDARD, OR REGULATION; (C) THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; OR (D) DEFECTS WILL BE CORRECTED.

THE COMPANY WILL USE COMMERCIALLY REASONABLE EFFORTS TO MAINTAIN THE AVAILABILITY OF THE SERVICE BUT MAKES NO GUARANTEE OF ANY SPECIFIC LEVEL OF UPTIME OR AVAILABILITY.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

a) IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, PROPERTY DAMAGE, PERSONAL INJURY, OR OTHER INTANGIBLE LOSSES, ARISING FROM OR RELATED TO YOUR USE OF THE SOFTWARE OR ANY DESIGNS, STRUCTURES, OR CONSTRUCTION PROJECTS BASED ON THE SOFTWARE'S OUTPUT.

b) THE COMPANY'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO THE COMPANY DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

c) THE LIMITATIONS IN THIS SECTION DO NOT APPLY TO: (I) THE COMPANY'S INDEMNIFICATION OBLIGATIONS UNDER SECTION 10(B); OR (II) EITHER PARTY'S LIABILITY FOR FRAUD OR WILLFUL MISCONDUCT.

THE USER'S INDEMNIFICATION OBLIGATIONS UNDER SECTION 10(A) ARE NOT SUBJECT TO THE LIABILITY CAP IN THIS SECTION.

10. Indemnification

(a) By You

You agree to indemnify, defend, and hold harmless the Company, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or relating to:

  1. Your use of the Service;
  2. Any design, fabrication, construction, or engineering work performed using output from the Software;
  3. Your violation of these Terms; or
  4. Your violation of any applicable law or regulation.

(b) By the Company

The Company will indemnify, defend, and hold harmless you from and against any third-party claims that the Service, as provided by the Company, infringes a valid United States patent or copyright, and will pay any resulting damages finally awarded or settlement amounts agreed to, provided that you: (i) promptly notify the Company of the claim; (ii) grant the Company sole control of the defense and settlement; and (iii) provide reasonable cooperation. This obligation does not apply to claims arising from your User Content, modifications you make to the Service, or use of the Service in violation of these Terms.

11. Service Availability and Force Majeure

The Company will use commercially reasonable efforts to maintain the availability of the Service. However, the Service may be temporarily unavailable due to scheduled maintenance, updates, or circumstances beyond our reasonable control.

Neither party shall be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond the party's reasonable control, including but not limited to: acts of God, natural disasters, war, terrorism, government actions, pandemics, power failures, internet outages, or failures of third-party cloud infrastructure providers.

12. Termination

You may cancel your subscription at any time. The Company may suspend or terminate your access to the Service for material violation of these Terms or for any other reason with 30 days' notice. The Company may suspend access immediately and without notice in cases of suspected security breaches, fraudulent activity, or violations of Section 6 or 7.

Upon termination, your right to use the Service ceases immediately. You may request export of your User Content for up to 30 days following termination. Forum Content may be retained to preserve community discussion threads.

The following sections survive termination: 2 (Engineering Disclaimer), 5 (Intellectual Property), 8 (Disclaimer of Warranties), 9 (Limitation of Liability), 10 (Indemnification), and 13 (Governing Law).

13. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict of laws provisions.

Any dispute arising from these Terms shall first be addressed through good-faith negotiation between the parties for a period of at least 30 days. If the dispute cannot be resolved through negotiation, it shall be resolved in the state or federal courts located in Delaware, and each party consents to the exclusive jurisdiction of such courts.

14. Changes to Terms

We may update these Terms from time to time. We will notify you of material changes by email or through the Service at least 30 days before they take effect. Your continued use of the Service after changes take effect constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, you must cease using the Service before the changes take effect.

15. Miscellaneous

  • Entire Agreement. These Terms, together with the Privacy Policy, constitute the entire agreement between you and the Company regarding the Service.
  • Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
  • 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.
  • Assignment. You may not assign these Terms without the Company's prior written consent. The Company may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets, with notice to you.

16. Contact

For questions about these Terms, contact us at legal@forma-systems.com.