Legal

Customer Terms of Service

Last Updated: July 4, 2026

These Customer Terms of Service (the "Agreement") govern access to and use of the BaaSdrop platform — the APIs, SDKs, console, and related services (the "Platform") — provided by Datana Studios LLC, a New Jersey limited liability company located at 971 US Highway 202N, Ste R, Branchburg, NJ 08876, USA ("BaaSdrop", "we", "us"). By creating an account, clicking accept, or using the Platform, you ("Customer", "you") agree to this Agreement on behalf of yourself or the organization you represent, and you represent that you have authority to bind that organization.

This Agreement incorporates the Data Processing Addendum, the Acceptable Use Policy, and, for paid plans that include it, the Service Level Agreement. If there is a conflict, the DPA controls for data protection matters, then this Agreement, then the other policies.

1. The Platform

1.1 Access

Subject to this Agreement, we grant you a non-exclusive, non-transferable right during the subscription term to access and use the Platform to build, operate, and distribute your own applications ("Customer Applications").

1.2 Your tenant

Your applications and data are logically isolated from other customers. We may pause or apply maintenance mode to individual apps or tenants as an operational control, as described in Section 7.

1.3 Changes to the Platform

We may improve or modify the Platform, and will not materially degrade the core functionality of your plan during a paid term. We will give at least 90 days' notice before discontinuing a material feature, except where required for security or legal reasons.

2. Your Responsibilities

2.1 Your applications and end users

You are solely responsible for your Customer Applications and for your end users. As between you and us, you are the controller (or the responsible party) for your end users' data; we process it on your behalf under the DPA. You must:

  • publish and maintain your own legally adequate terms of service and privacy policy for each Customer Application;
  • obtain all consents and provide all notices required for the data your applications collect (including location, media, and AI processing);
  • comply with all laws applicable to your applications, including privacy, consumer protection, and export laws;
  • not deploy applications directed to children under 13 without telling us and implementing the legally required protections (COPPA or equivalent);
  • flow down to your end users use restrictions at least as protective as our Acceptable Use Policy.

2.2 Accounts and security

You are responsible for your team's credentials and API keys and for all activity under them. Notify us immediately at security@baasdrop.com of any suspected compromise.

2.3 AI features

Platform AI features (agent runtime, model routing, metering) send content you or your applications submit to the model providers listed on our Subprocessors page. AI output may be inaccurate; you are responsible for how your applications present and use it, including any professional-advice disclaimers your use case requires.

3. Fees and Billing

3.1 Plans

Plan tiers and prices are listed on our pricing page and confirmed at checkout. Included quantities (apps, MAU, API calls, storage) are indicative while usage metering rolls out. Payment is processed by our payment processors (currently Stripe).

3.2 Subscription and renewal

Paid plans are billed in advance on a monthly or annual cycle and renew automatically until cancelled. You may cancel at any time from the console; cancellation takes effect at the end of the current billing period. Except as stated in the SLA or required by law, fees are non-refundable.

3.3 Overages and plan limits

If your usage exceeds your plan's included quantities, we may (a) charge the published overage rates, (b) require an upgrade, or (c) throttle usage above the limits — and will notify you in the console before or promptly after taking any of these actions. We will not delete your data for exceeding limits.

3.4 Price changes

We may change prices with at least 30 days' notice; changes take effect at your next renewal. If you do not agree, cancel before renewal.

3.5 Taxes; late payment

Fees exclude taxes; you are responsible for applicable taxes other than taxes on our income. If an invoice is undisputed and overdue by more than 14 days, we may suspend the Platform for your account after notice until paid.

4. Intellectual Property

4.1 Yours

You own your Customer Applications, your data, your end users' data, and all content you or your end users submit to the Platform ("Customer Data"). You grant us a worldwide, non-exclusive license to host, process, transmit, and display Customer Data solely to provide and secure the Platform and as instructed by you.

4.2 Ours

We own the Platform, SDKs, documentation, and all improvements. No rights are granted except as stated. SDKs and client libraries are licensed under the license accompanying them.

4.3 Feedback

If you give us feedback, we may use it without restriction or obligation.

4.4 Publicity

We may identify you by name and logo as a customer in customer lists and marketing materials. You may opt out at any time by emailing legal@baasdrop.com.

5. Confidentiality

Each party will protect the other's non-public information disclosed in connection with this Agreement with at least reasonable care, use it only to perform under this Agreement, and not disclose it to third parties except to employees, advisors, and contractors under equivalent obligations. This does not apply to information that is public, independently developed, or rightfully received from a third party. A party may disclose confidential information if legally compelled, with notice to the other party where lawful.

6. Data Protection

The Data Processing Addendum governs our processing of personal data in Customer Data and is incorporated into this Agreement. Our current subprocessors are listed at /legal/subprocessors/; we will provide notice of changes as described there. Upon termination, you may export Customer Data as described in Section 8.4.

7. Suspension

We may suspend or pause your account, a tenant, or an individual Customer Application if: (a) we reasonably believe it violates the Acceptable Use Policy or this Agreement; (b) it poses a security risk or threatens the integrity of the Platform or other customers; (c) undisputed fees are overdue per Section 3.5; or (d) suspension is required by law. We will notify you and limit the suspension in scope and duration to what is reasonably necessary, and lift it promptly once the cause is resolved. Where practicable, we will warn you before suspending.

8. Term and Termination

8.1 Term

This Agreement runs from your acceptance until all subscriptions end and your account is closed.

8.2 Termination for convenience

You may terminate by cancelling your subscriptions and closing your account. We may terminate free accounts with 30 days' notice, and paid accounts effective at the end of the then-current billing period with 30 days' notice.

8.3 Termination for cause

Either party may terminate if the other materially breaches this Agreement and fails to cure within 30 days of notice. We may terminate immediately for serious Acceptable Use violations or legal necessity.

8.4 Data export and deletion

For 30 days after termination or expiration, we will make Customer Data available for export via the Platform's export tooling or API. After that window, we will delete Customer Data within 60 days, except as required by law, with residual backup copies purged in the ordinary course. Deletion obligations are detailed in the DPA.

8.5 Survival

Sections 3 (accrued fees), 4, 5, 8.4, 9, 10, 11, and 12 survive termination.

9. Warranties and Disclaimers

Each party warrants it has the authority to enter this Agreement. We warrant that we provide the Platform with commercially reasonable skill and care and maintain the security measures described in the DPA. EXCEPT AS EXPRESSLY STATED, THE PLATFORM IS PROVIDED "AS IS", AND WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE (SERVICE CREDITS UNDER THE SLA ARE YOUR REMEDY FOR AVAILABILITY FAILURES) OR THAT AI OUTPUT WILL BE ACCURATE.

10. Indemnification

10.1 By us

We will defend you against third-party claims alleging that the Platform, used as permitted, infringes a patent, copyright, or trademark, or misappropriates a trade secret, and will pay resulting damages finally awarded or agreed in settlement. If the Platform is subject to such a claim, we may modify it, procure rights, or terminate the affected service with a pro-rata refund. This does not apply to claims arising from Customer Data, Customer Applications, combinations with items we did not supply, or use in violation of this Agreement. This section states our entire liability for infringement.

10.2 By you

You will defend us against third-party claims arising from Customer Data, Customer Applications, your end users, or your breach of Section 2, and will pay resulting damages finally awarded or agreed in settlement.

10.3 Process

The indemnified party must give prompt notice, sole control of the defense to the indemnifying party, and reasonable cooperation.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (a) NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, OR DATA; AND (b) EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT IS LIMITED TO THE FEES PAID OR PAYABLE BY CUSTOMER IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.

These limits do not apply to: a party's indemnification obligations under Section 10; Customer's payment obligations; a party's breach of Section 5 (Confidentiality); or liability that cannot be limited by law (including fraud, gross negligence, or willful misconduct).

12. General

  • Governing law; venue. This Agreement is governed by the laws of the State of New Jersey, excluding conflict of law rules. The state and federal courts in Somerset County, New Jersey have exclusive jurisdiction, and each party consents to personal jurisdiction there.
  • Changes to this Agreement. We may update this Agreement with at least 30 days' notice (console notice or email) for material changes; changes take effect at your next renewal unless required earlier by law. If you do not agree, cancel before the change takes effect.
  • Assignment. Neither party may assign this Agreement without consent, except either party may assign it in connection with a merger, acquisition, or sale of substantially all assets, with notice.
  • Notices. To you: your account email or the console. To us: legal@baasdrop.com and 971 US Highway 202N, Ste R, Branchburg, NJ 08876, USA.
  • Force majeure. Neither party is liable for failure caused by events beyond its reasonable control.
  • Entire agreement; severability; waiver. This Agreement (with the documents it incorporates) is the entire agreement regarding the Platform and supersedes prior discussions. If a provision is unenforceable, the remainder stands. Failure to enforce is not waiver.
  • Order of precedence. DPA → this Agreement → SLA/AUP/other policies → documentation.

13. Contact

Questions about this Agreement: legal@baasdrop.com

Datana Studios LLC, 971 US Highway 202N, Ste R, Branchburg, NJ 08876, USA