Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Brightwood Technologies LLC ("Brightwood," "we," "us," or "our"), a Texas limited liability company headquartered at 5000 Plaza on the Lake, Suite 100 PMB 2008, Austin, Texas 78746.

By accessing our website at brightwood.ai, using our AI voice and workflow automation services, receiving SMS or voice communications from our systems, or entering into a service agreement with Brightwood, you agree to be bound by these Terms.

If you are using our services on behalf of a business or organization, you represent that you have authority to bind that entity to these Terms.

2. Description of Services

Brightwood provides the following services:

• AI Voice Workflow Automation: Automated voice AI systems that answer after-hours inbound calls, identify parts or service needs, check inventory availability, and trigger follow-up communications on behalf of our dealer group clients.
• SMS Workflow Automation: Automated text message notifications including parts availability confirmations, order confirmations, and follow-up messages.
• SAP Advisory and Implementation: Senior nearshore SAP consulting services including ABAP development, QM implementation, system integration, and workflow optimization.
• Data Intelligence Services: Aggregated demand and inventory reporting derived from interaction logs across our platform.

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time with reasonable notice to active clients.

3. SMS Messaging Terms

By interacting with a phone number or system powered by Brightwood, you consent to receive automated SMS messages from or on behalf of our clients. These messages may include:

• Parts availability confirmations and order notifications
• Will-call reservation confirmations
• Follow-up messages regarding service inquiries
• Operational notifications from dealer group clients

Opting out of SMS communications will stop automated messages but may affect your ability to receive service confirmations and availability notifications.

4. Acceptable Use

You agree not to use our services to:

• Violate any applicable law, regulation, or third-party rights
• Transmit false, misleading, or fraudulent information
• Attempt to gain unauthorized access to our systems or infrastructure
• Interfere with or disrupt the operation of our platform or services
• Use our AI systems for any purpose other than legitimate business operations
• Reverse engineer, decompile, or attempt to extract source code from our platform
• Resell or sublicense our services without prior written authorization

We reserve the right to suspend or terminate access to our services for any violation of these acceptable use provisions.

5. Intellectual Property

BRIGHTWOOD™ and BRIGHTWOOD ARTIFICIAL INTELLIGENCE™ are trademarks of Brightwood Technologies LLC, registered with the United States Patent and Trademark Office (Serial Nos. 99736108 and 99483018). All rights reserved.

Our platform, workflows, prompts, AI systems, methodologies, software, documentation, and all related intellectual property are owned exclusively by Brightwood Technologies LLC. Nothing in these Terms transfers ownership of any Brightwood intellectual property to you.

Clients receiving deliverables under a signed Statement of Work receive a limited, non-exclusive license to use those deliverables for their internal business operations. This license does not include rights to the underlying Brightwood platform, AI systems, or methodology.

6. Confidentiality

In the course of providing services, each party may receive confidential information belonging to the other. Both parties agree to hold such information in strict confidence, use it only for the purposes of the engagement, and not disclose it to third parties without prior written consent, except as required by law.

This confidentiality obligation survives the termination of any service agreement between the parties.

7. Disclaimer of Warranties

Our services are provided on an "as is" and "as available" basis. To the fullest extent permitted by applicable law, Brightwood disclaims all warranties, express or implied, including but not limited to:

• Warranties of merchantability or fitness for a particular purpose
• Warranties that our AI systems will be error-free or uninterrupted
• Warranties regarding the accuracy of AI-generated responses or inventory data
• Warranties that our services will meet your specific business requirements

AI-generated outputs are provided for informational and operational assistance purposes. Brightwood does not warrant specific business outcomes, revenue results, or operational improvements.

8. Limitation of Liability

To the maximum extent permitted by applicable Texas law, Brightwood Technologies LLC shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to your use of our services, including but not limited to loss of revenue, loss of data, loss of business opportunity, or business interruption.

Our total cumulative liability to you for any claims arising out of or related to our services shall not exceed the total fees paid by you to Brightwood in the three months preceding the claim.

Some jurisdictions do not allow the limitation of liability for certain types of damages. In such jurisdictions, our liability is limited to the maximum extent permitted by law.

9. Indemnification

You agree to indemnify, defend, and hold harmless Brightwood Technologies LLC and its members, managers, employees, contractors, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to your use of our services, your violation of these Terms, or your violation of any applicable law or third-party rights.

10. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law provisions.

Any dispute arising out of or related to these Terms or our services shall first be subject to good-faith negotiation between the parties. If the dispute cannot be resolved through negotiation within 30 days, it shall be submitted to binding arbitration in Austin, Travis County, Texas, under the rules of the American Arbitration Association.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual property rights or confidential information.

11. Termination

Either party may terminate a service engagement in accordance with the terms of the applicable Statement of Work or Master Service Agreement. Brightwood reserves the right to suspend or terminate access to its platform and services immediately upon notice for violations of these Terms or applicable law.

Upon termination, provisions of these Terms that by their nature should survive termination shall survive, including intellectual property, confidentiality, disclaimer of warranties, limitation of liability, and governing law provisions.

12. Changes to These Terms

We may update these Terms from time to time. We will post the revised Terms on this page with an updated effective date. Your continued use of our services after any update constitutes acceptance of the revised Terms. We encourage you to review these Terms periodically.

13. Contact Us

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