Terms of Use

1. Eligibility and authority

You must be at least 18 years old and legally able to enter into these Terms. The Services are intended primarily for business use. You may use the Services only in compliance with applicable law and these Terms.

2. The Services

Brilliantship provides software for businesses such as diamond and jewelry dealers to manage product inventory, users and customers, orders, incoming and outgoing data flows, connected sales channels, websites, mobile experiences, and related content and operations.

Features and limits depend on your plan, order form, configuration, location, and connected providers. Documentation, plan descriptions, and usage limits made available in the Services are part of these Terms. We may provide APIs, synchronization credentials, or other developer tools; you may use them only for your authorized business purposes and must keep credentials secure.

3. Accounts and administration

You must provide accurate information and keep it current. You are responsible for all activity under your account, for safeguarding credentials and devices, and for promptly notifying us of suspected unauthorized access.

An Organization's administrators control its account, including user access, roles, integrations, storefronts, and Customer Content. If you join an Organization account, you authorize its administrators to access and manage your account information and content. The Organization is responsible for its authorized users and their compliance with these Terms.

You may not share an individual login, misrepresent identity or authority, or use another person's account without permission. We may require additional verification to protect an account or comply with law.

4. Customer Content and data

"Customer Content" means data, files, product information, images, videos, messages, personal information, and other material that you or your users submit to, import into, generate in, or transmit through the Services. As between you and Brilliantship, you retain ownership of Customer Content.

You grant Brilliantship and its providers a worldwide, non-exclusive, limited license to host, copy, process, transmit, display, modify, and otherwise use Customer Content only as necessary to provide, secure, support, and improve the Services; comply with law; and carry out your instructions. This license lasts for as long as necessary for those purposes.

You represent and warrant that:

• You have all rights, notices, consents, and lawful bases needed for Brilliantship to process Customer Content as contemplated by these Terms.
• Customer Content and your use of it do not violate law, third-party rights, or an agreement binding on you.
• You will maintain legally sufficient privacy notices, terms, and choices for your customers and users.
• You will not submit regulated or sensitive data unless expressly permitted by your written agreement with Brilliantship and you have implemented appropriate safeguards.

You are responsible for the accuracy, legality, and quality of Customer Content and for maintaining copies appropriate to your business needs. We may remove or restrict content when reasonably necessary to comply with law, protect the Services, or address a violation of these Terms.

5. Hosted storefronts and commerce

Organizations may use the Services to operate websites, storefronts, product listings, checkout, inquiries, and order workflows. The Organization—not Brilliantship—is the merchant, seller, or service provider for products offered through its storefront unless a separate written agreement expressly says otherwise.

The Organization is solely responsible for its products, descriptions, grading and certifications, prices, taxes, discounts, shipping, fulfillment, customer service, returns, refunds, warranties, chargebacks, export controls, sanctions compliance, and consumer-law obligations. Brilliantship does not take title to, inspect, certify, or guarantee products listed by Organizations.

Storefront customers enter transactions with the applicable Organization and are subject to that Organization's terms and privacy notice. Brilliantship may provide the technical platform and payment connectivity but is not a party to the sale between an Organization and its customer.

6. Third-party integrations

The Services may connect to third-party products such as payment, identity, cloud, messaging, social, marketplace, AI, shipping, API, FTP/SFTP, and data-feed services ("Third-Party Services"). By enabling a connection, you instruct us to exchange Customer Content and account information with that Third-Party Service as needed to operate it.

Your use of a Third-Party Service is governed by its own terms and privacy notice. We do not control and are not responsible for a Third-Party Service, its availability, or its handling of information. We may suspend or discontinue an integration if the provider changes or restricts its service, or if necessary for security, legal, or operational reasons.

7. AI features

Optional artificial-intelligence features may generate or edit text, product descriptions, website content, and images ("AI Output") from prompts and material you provide. You authorize us to send selected inputs to the configured AI provider to fulfill your request.

AI Output may be inaccurate, incomplete, non-unique, or unsuitable. You must review it before use and are responsible for verifying product facts, rights, disclosures, and legal compliance. Do not rely on AI Output as legal, financial, appraisal, grading, or other professional advice. You may use AI Output for your authorized business purposes subject to these Terms and applicable provider restrictions, but we do not guarantee that it is protectable or does not resemble third-party content.

8. Fees, subscriptions, and credits

Fees and payment

You will pay the fees, taxes, and other charges shown at checkout or in an order form. Unless stated otherwise, fees are in US dollars and are due without setoff. We may use a payment provider such as Stripe and authorize it to charge your selected payment method. You must keep billing information current. Depending on your plan and use of the Services, charges may include subscription, usage, or transaction fees. Applicable rates, caps, and any separate payment-processing charges are disclosed at checkout or in your order form.

Automatic renewal

A paid subscription automatically renews for successive periods equal to the then-current subscription period unless you cancel before the renewal date. At each renewal, you authorize us to charge the then-current subscription fee and applicable taxes to your payment method. The price, billing frequency, renewal terms, and any minimum commitment are disclosed at purchase or in your order form.

Trials and promotions

If we offer a trial or promotion, its length, included features, and conversion terms will be disclosed when you enroll. A trial or promotion converts to a paid subscription only if that conversion and the applicable charges were disclosed and you agreed to them when enrolling. Otherwise, access may end when the promotional period ends. One trial per customer or Organization may be enforced.

Cancellation

You may cancel an automatically renewing subscription using any cancellation control available in the billing settings or by emailing contact@brilliantship.com. Cancellation takes effect at the end of the current paid period unless required otherwise by law or stated in an order form. You remain responsible for charges incurred before cancellation. We will provide renewal, price-change, and cancellation notices when required by law.

Refunds, fee changes, and credits

Except as required by law or expressly stated in an order form or at purchase, fees and credit purchases are non-refundable. We may change fees prospectively by giving notice required by law. Purchased or promotional credits are not money, have no cash value, are not transferable, and may be subject to limits or expiration disclosed at purchase. We may correct pricing or billing errors and issue an appropriate refund or adjustment.

9. Acceptable use

You will not, and will not permit anyone to:

• Use the Services unlawfully, deceptively, or to violate rights.
• Upload malware or harmful code; interfere with integrity, availability, or security; or attempt unauthorized access.
• Probe, scan, or test vulnerabilities without our prior written permission, or bypass rate limits or access controls.
• Reverse engineer, decompile, copy, frame, scrape, or create derivative works from the Services except where law expressly permits and cannot be waived.
• Resell, sublicense, or provide the Services to third parties except through functionality or an agreement that permits it.
• Send spam or unlawful communications; infringe intellectual property; harass others; or distribute illegal, fraudulent, defamatory, or abusive content.
• Use the Services to develop or train a competing product or model, or benchmark the Services for public distribution, without our written permission.
• Process data subject to HIPAA, GLBA, PCI DSS storage requirements, or similar sector-specific rules unless a written agreement with us expressly authorizes that use.

Reasonable automated use through documented or authorized APIs is permitted within applicable limits.

10. Intellectual property

Brilliantship and its licensors own the Services, software, documentation, designs, trademarks, and related intellectual property other than Customer Content. Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services during your subscription for your internal business purposes and authorized storefronts.

If you provide suggestions, feedback, or ideas, you grant us a perpetual, irrevocable, worldwide, royalty-free right to use them without restriction or compensation. This does not transfer ownership of Customer Content to us.

"BRILL," "Brilliantship," and our logos are our marks. You may not use them in a way that suggests sponsorship or endorsement without written permission.

11. Confidentiality

Each party may receive nonpublic information that is identified as confidential or should reasonably be understood as confidential ("Confidential Information"). The receiving party will use reasonable care to protect it and use it only to perform or receive the Services. It may disclose Confidential Information only to personnel and providers who need to know it and are bound by confidentiality obligations, or when legally required after giving notice where permitted.

Confidential Information excludes information that the recipient can document was lawfully known without restriction, independently developed, rightfully received from another source, or made public without breach of an obligation.

12. Privacy and security

Our Privacy Policy explains how we handle personal information when acting for our own purposes. When we process personal information in Customer Content on an Organization's behalf, the Organization is responsible for its instructions and legal basis. A data processing addendum may apply where required and agreed.

We use safeguards designed to protect the Services, but no system is completely secure. You are responsible for configuring permissions, integrations, domains, exports, and public content appropriately and for maintaining endpoint and credential security.

13. Suspension and termination

These Terms continue while you use the Services. You may stop using the Services at any time, but stopping use does not itself cancel a paid subscription.

We may suspend or limit access if fees are overdue; an account creates a security or legal risk; you materially breach these Terms; a third-party provider requires suspension; or suspension is reasonably necessary to protect the Services or others. When practical, we will give notice and an opportunity to cure. We may terminate for an uncured material breach or if we discontinue the applicable Service.

After termination, your right to use the Services ends. On request made before termination or within a commercially reasonable period afterward, we will make Customer Content available for export where supported, unless prohibited by law, necessary to protect security, or the account was terminated for unlawful activity. We may delete Customer Content after that period, subject to backups, legal retention, and a separate agreement. Provisions that by their nature should survive will survive, including payment obligations, confidentiality, intellectual property, disclaimers, limitations, indemnity, and dispute terms.

14. Availability and changes

We may maintain, update, or modify the Services and may add, change, or discontinue features. We will use reasonable efforts to avoid materially reducing the core functionality of a paid Service during a current subscription period and to provide notice of material discontinuations when practicable.

Beta, preview, trial, or experimental features may be changed or withdrawn at any time and are provided for evaluation without a service-level commitment. Scheduled maintenance, emergencies, internet conditions, and third-party failures may cause downtime.

15. Disclaimers

To the fullest extent permitted by law, the Services are provided "as is" and "as available." Brilliantship disclaims all implied warranties, including merchantability, fitness for a particular purpose, title, and non-infringement.

We do not warrant that the Services will be uninterrupted, error-free, or meet every requirement; that Customer Content or third-party data is accurate; or that integrations, AI Output, inventory valuations, product grading, tax calculations, shipment information, or storefront transactions will be complete or correct. You are responsible for business decisions and for reviewing outputs before relying on them.

Nothing in these Terms excludes a warranty or right that cannot lawfully be excluded.

16. Limitation of liability

To the fullest extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenues, goodwill, or data, arising from or related to the Services, even if advised that such damages were possible.

To the fullest extent permitted by law, Brilliantship's aggregate liability arising from or related to the Services and these Terms will not exceed the fees paid or payable by you to Brilliantship for the Services giving rise to the claim during the 12 months before the event giving rise to liability. If you paid no fees, the cap is US $100.

These limitations do not apply to liability that cannot be limited by law. The exclusions and cap apply in the aggregate and regardless of the legal theory or failure of an essential remedy.

17. Indemnification

You will defend, indemnify, and hold harmless Brilliantship and its affiliates, officers, directors, employees, and agents from third-party claims, damages, judgments, penalties, costs, and reasonable legal fees arising from Customer Content; your products, storefront, transactions, communications, or relationship with your customers; your violation of law or third-party rights; or your material breach of these Terms.

We will promptly notify you of a covered claim and reasonably cooperate at your expense. You may control the defense and settlement, but may not settle in a way that admits fault by or imposes an obligation on Brilliantship without our written consent. We may participate with counsel at our own expense.

18. Governing law and disputes

These Terms are governed by California law, without regard to conflict of law rules. Before starting formal proceedings, each party will give written notice describing the dispute and allow 30 days for good-faith informal resolution.

Except for a claim eligible for small-claims court or a request for injunctive relief to protect intellectual property, confidential information, or security, any dispute will be resolved by binding individual arbitration administered by the American Arbitration Association under its applicable Commercial Arbitration Rules. If consumer arbitration rules are legally required, those rules control. The arbitration will be conducted by one arbitrator, remotely when reasonably available, or in Sacramento County, California.

You and Brilliantship waive any right to a jury trial and agree that claims may be brought only in an individual capacity, not as a class, consolidated, collective, or representative action, to the fullest extent permitted by law.

A court of competent jurisdiction in Sacramento County, California has exclusive jurisdiction over claims not subject to arbitration and proceedings to enforce an arbitration award. Nothing here prevents either party from reporting concerns to a government agency or obtaining relief an agency is authorized to provide.

19. Changes to these Terms

We may update these Terms to reflect changes to the Services, law, or our business. We will post the revised Terms and update the date above. For material changes, we will provide additional notice when required. Changes apply prospectively from their stated effective date. If you do not agree, you must stop using the Services and cancel any affected subscription. Continued use after the effective date constitutes acceptance to the extent permitted by law.

20. General terms and contact

These Terms and incorporated agreements are the entire agreement on their subject matter and supersede prior discussions. You may not assign them without our written consent. We may assign them in connection with a merger, acquisition, reorganization, or sale of assets, or to an affiliate. Neither party is liable for delay or failure caused by events beyond its reasonable control.

Failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be modified to the minimum extent necessary and the remaining provisions remain effective. Headings are for convenience. Notices may be delivered electronically. The parties are independent contractors; these Terms do not create an agency, partnership, joint venture, fiduciary, or employment relationship.

Questions and legal notices may be sent to: