These Terms of Service ("Terms") are a binding agreement between you and LJ2 Holdings LLC, a New York limited liability company doing business as Brix Software ("Brix," "we," "us," or "our"), governing your use of the Brix web application, websites, and related services (collectively, the "Service").
By creating an account, checking the acceptance box at sign-up, or using the Service, you agree to these Terms. If you are accepting on behalf of a company or other organization, you represent that you have authority to bind that organization, and "you" and "Customer" refer to it.
If you do not agree to these Terms, do not use the Service.
1. The Service
Brix is a recipe management and formulation platform for food and beverage companies. The Service lets you store ingredient specifications, build formulations and finished products, and generate calculated outputs such as nutrition values, costs, allergen summaries, ingredient declarations, Nutrition Facts panels, and bills of materials.
We may improve, modify, or discontinue features of the Service over time. Features identified as beta, preview, or experimental are provided as-is and may change or be removed without notice.
2. Accounts and Eligibility
You must be at least 18 years old and using the Service for business purposes. You are responsible for your login credentials and for all activity under your account. Notify us promptly at luke@brixsoftware.com if you suspect unauthorized access.
Workspace administrators control roles and access for users in their organization's workspace. The organization is responsible for the actions of the users it invites.
3. Subscriptions, Trials, and Payment
Trials. We may offer free trials. At the end of a trial, continued use of the Service requires a paid subscription. We may suspend or limit trial accounts at any time.
Fees. Paid subscriptions are billed as agreed in an order form, quote, or invoice (each an "Order"). Unless the Order says otherwise, fees are invoiced in advance, due within 30 days of the invoice date, and non-refundable. Payment is processed by our payment provider (currently Stripe).
Nonpayment. We may suspend access to the Service if undisputed fees are more than 15 days past due, after notice.
Taxes. Fees exclude taxes; you are responsible for any applicable sales, use, or similar taxes, excluding taxes on our income.
4. Your Data
You own your data. As between you and Brix, you retain all right, title, and interest in the data you submit to the Service — including your ingredients, specifications, formulations, recipes, products, documents, and files ("Customer Data"). These Terms do not transfer any ownership of Customer Data to Brix.
Our license to operate. You grant Brix a limited, non-exclusive license to host, process, transmit, and display Customer Data solely to provide, secure, and support the Service, and as otherwise permitted by these Terms or instructed by you.
Confidentiality. We treat non-public Customer Data as your confidential information. We will not disclose it to third parties except to our service providers listed in our Privacy Policy (who are bound by confidentiality and data-protection obligations), as instructed by you, or as required by law. We will not use Customer Data for any purpose other than providing the Service. We protect Customer Data using commercially reasonable administrative, technical, and physical safeguards.
No AI training on your data. The Service includes AI-powered features (see Section 5). Customer Data submitted to our AI providers is used only to generate the requested output for you. We do not use Customer Data to train AI models, and we use AI providers under terms that prohibit them from training their models on your content.
Your responsibilities. You represent that you have the rights necessary to submit Customer Data to the Service and that your Customer Data does not violate law or third-party rights.
Deletion. For 30 days after termination of your subscription, you may export Customer Data using the Service's export features or by written request. After that period, we may delete Customer Data from the production Service, subject to routine backup cycles and legal retention requirements.
5. AI Features
Parts of the Service use large language models and other AI systems (provided by third parties such as Anthropic) — for example the in-app assistant, document data extraction, ingredient search, and label reverse-engineering.
AI-generated output may be inaccurate or incomplete. You are responsible for reviewing AI output before relying on it, particularly for anything used in labeling, regulatory, or purchasing decisions.
6. Not Regulatory or Professional Advice
The Service performs calculations — including nutrition values, rounding, Nutrition Facts panels, ingredient declarations, allergen summaries, and claim checks — based on the data you provide and published regulatory conventions. These outputs are informational tools, not legal or regulatory advice. You are solely responsible for the accuracy of your inputs, for verifying all outputs, and for ensuring your products, labels, and claims comply with applicable laws and regulations (including FDA and other regulators' requirements). Brix is not liable for regulatory outcomes arising from your use of the Service's outputs.
7. Acceptable Use
You will not, and will not permit anyone to:
- reverse engineer, decompile, or attempt to extract the source code, models, or non-public data of the Service;
- resell, sublicense, or provide the Service to third parties outside your organization without our written agreement;
- circumvent usage limits, access controls, or security measures, or probe or test the vulnerability of the Service without authorization;
- use the Service to develop a competing product, or systematically scrape or bulk-export content you do not own;
- submit unlawful content, malware, or content that infringes third-party rights; or
- use the Service in violation of applicable law.
We may suspend access immediately for conduct that threatens the security or integrity of the Service, with notice as soon as reasonably practicable.
8. Our Intellectual Property
Brix and its licensors own the Service, including all software, interfaces, designs, documentation, and underlying technology, and all improvements to them. No rights are granted to you except the limited right to use the Service as described in these Terms.
If you give us feedback or suggestions, we may use them without restriction or obligation to you.
9. Third-Party Services
The Service is built on third-party infrastructure and services (such as authentication, hosting, database, AI, and payment providers). A current list is in our Privacy Policy. We are responsible for our subprocessors' handling of Customer Data as described in Section 4; we are not responsible for third-party services you choose to connect or use independently of the Service.
10. Availability
We aim to keep the Service available at all times but do not guarantee uninterrupted availability. We may perform maintenance, and access may occasionally be affected by circumstances outside our control. No specific service level applies unless agreed in a signed Order.
11. Term and Termination
These Terms apply from your first acceptance until your account is closed. You may stop using the Service and close your account at any time; fees already invoiced remain payable. Either party may terminate for the other's material breach if the breach is not cured within 30 days of written notice. We may terminate or suspend trial or free accounts at any time.
Sections 4 (Your Data, as to confidentiality and deletion), 6, 8, and 12–15 survive termination.
12. Disclaimer of Warranties
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, BRIX DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. BRIX DOES NOT WARRANT THAT THE SERVICE OR ITS OUTPUTS WILL BE ERROR-FREE OR THAT ANY OUTPUT WILL SATISFY ANY REGULATORY REQUIREMENT.
13. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY; AND (B) EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO BRIX IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY (OR US $100 IF NO FEES WERE PAID).
THE LIMITS IN (A) AND (B) DO NOT APPLY TO CUSTOMER'S PAYMENT OBLIGATIONS, EITHER PARTY'S BREACH OF SECTION 4 (CONFIDENTIALITY), CUSTOMER'S BREACH OF SECTION 7, OR EITHER PARTY'S GROSS NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT.
14. Indemnification
You will defend and indemnify Brix against third-party claims arising from your Customer Data, your products or labels, or your use of the Service in violation of these Terms or applicable law, and will pay damages finally awarded and reasonable attorneys' fees for such claims.
15. Governing Law; Arbitration; Class Waiver
Governing law. These Terms are governed by the laws of the State of New York, without regard to conflict-of-laws rules.
Arbitration. Any dispute arising out of or relating to these Terms or the Service that cannot be resolved informally will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in New York, New York, before a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction. Either party may instead bring an individual claim in small-claims court, and either party may seek injunctive relief in court for infringement or misuse of intellectual property or confidential information.
Class waiver. Disputes will be resolved only on an individual basis. Neither party may participate in a class, collective, consolidated, or representative action against the other.
Opt-out. You may opt out of this arbitration provision by emailing luke@brixsoftware.com within 30 days of first accepting these Terms, in which case disputes will be resolved in the state or federal courts located in New York, New York, and both parties consent to their jurisdiction.
16. Changes to These Terms
We may update these Terms from time to time. For material changes, we will give notice by email or in the Service at least 14 days before the changes take effect. Continued use of the Service after the effective date constitutes acceptance. The "effective date" at the top of this page reflects the latest revision.
17. General
These Terms, together with any Orders and the Privacy Policy, are the entire agreement between the parties regarding the Service and supersede prior agreements on that subject. Neither party may assign these Terms without the other's consent, except to a successor in a merger, acquisition, or sale of substantially all assets. If a provision is unenforceable, the rest remain in effect. A failure to enforce a provision is not a waiver. Neither party is liable for delay or failure caused by events beyond its reasonable control. Notices to Brix must be sent to luke@brixsoftware.com or LJ2 Holdings LLC's registered address in New York.
18. Contact
LJ2 Holdings LLC d/b/a Brix Software Email: luke@brixsoftware.com