VIRTU INC.
Terms of Service
Last Updated - May 7th, 2025
Last Updated - May 7th, 2025
IMPORTANT—READ CAREFULLY
By clicking "Accept" (or a similar button) or by using Virtu's services in any manner, you ("Subscriber") agree to the following Terms of Service ("Agreement") with Virtu Inc. ("Virtu"). If you are entering into this Agreement on behalf of a company, you represent that you have authority to bind that entity. If you do not agree, do not use the Service.
If you and Virtu have executed a separate Master Subscription Agreement, Enterprise Services Agreement, or Proof-of-Concept Agreement, that agreement controls to the extent it conflicts with these Terms.
By clicking "Accept" (or a similar button) or by using Virtu's services in any manner, you ("Subscriber") agree to the following Terms of Service ("Agreement") with Virtu Inc. ("Virtu"). If you are entering into this Agreement on behalf of a company, you represent that you have authority to bind that entity. If you do not agree, do not use the Service.
If you and Virtu have executed a separate Master Subscription Agreement, Enterprise Services Agreement, or Proof-of-Concept Agreement, that agreement controls to the extent it conflicts with these Terms.
1. Definitions
| Term | Meaning(s) |
| "Virtu Platform" | Virtu's proprietary, cloud-hosted AI and 3D software, including algorithms, models, trend-agent logic, and related infrastructure. |
| "Virtu Service" | The software-as-a-service subscription(s) described in an Order Form. |
| "Order Form" | An ordering document (or online checkout page) that references this Agreement and specifies plan tier, subscription term, user seats, and fees. |
| "Subscriber Data" | All data uploaded or transmitted to the Virtu Platform by Subscriber or its Users, including prompts, CAD/GLB files, images, tech-pack data, and annotations. |
| "Outputs" | AI-generated or 3D-rendered images, models, tech packs, BOMs, and other deliverables produced by the Virtu Platform from Subscriber inputs. |
| "Trained Model" | Any ML/AI model or derivative produced or finetuned using Subscriber Data. |
| "Performance Data" | Any ML/AI modeTelemetry, log files, and other technical usage data that does not contain Subscriber Data or personal data.l or derivative produced or finetuned using Subscriber Data. |
| "User(s)" | Individual employees or contractors of Subscriber authorized to access the Virtu Platform under a paid seat. |
| "Confidential Information" | Non-public information disclosed by one party to the other and marked or reasonably understood as confidential. Subscriber Data and Outputs are Confidential Information of Subscriber; pricing and source code are Confidential Information of Virtu. |
2. Subscription & Access
2.1 Grant of Rights
During the Subscription Term and subject to payment of all fees, Virtu grants Subscriber a non-exclusive, non-transferable, non-sublicensable right for its Users to access and use the Virtu Platform solely for internal business purposes and within the usage limits set out in the Order Form.
2.2 Support & SLA
Virtu will provide:
E-mail and in-app chat support Monday–Friday 9 a.m.–6 p.m. US Central, excluding U.S. federal holidays.
◀ EDIT: Optional uptime commitment (e.g., 99.5 % monthly).
2.3 Usage Restrictions
Subscriber shall not (and shall not permit anyone to): a. reverse-engineer, decompile, or disassemble the Virtu Platform; b. remove proprietary notices; c. exceed seat, render, or AI-credit limits; d. use the Service to build a competing product; e. sublicense, lease, or time-share the Service; f. upload malicious code or infringing content.
During the Subscription Term and subject to payment of all fees, Virtu grants Subscriber a non-exclusive, non-transferable, non-sublicensable right for its Users to access and use the Virtu Platform solely for internal business purposes and within the usage limits set out in the Order Form.
2.2 Support & SLA
Virtu will provide:
E-mail and in-app chat support Monday–Friday 9 a.m.–6 p.m. US Central, excluding U.S. federal holidays.
◀ EDIT: Optional uptime commitment (e.g., 99.5 % monthly).
2.3 Usage Restrictions
Subscriber shall not (and shall not permit anyone to): a. reverse-engineer, decompile, or disassemble the Virtu Platform; b. remove proprietary notices; c. exceed seat, render, or AI-credit limits; d. use the Service to build a competing product; e. sublicense, lease, or time-share the Service; f. upload malicious code or infringing content.
3. Fees & Payment
Fees are specified in each Order Form and are payable in advance (Lite/Plus) or as otherwise stated (Enterprise).
Invoices are due net 30 days unless paid by credit card.
Late payments >30 days may result in suspension.
Fees are exclusive of taxes; Subscriber pays all sales, VAT, and similar taxes except those on Virtu's net income.
Invoices are due net 30 days unless paid by credit card.
Late payments >30 days may result in suspension.
Fees are exclusive of taxes; Subscriber pays all sales, VAT, and similar taxes except those on Virtu's net income.
4. Confidentiality
Each party will: (i) use Confidential Information only to fulfill its obligations under this Agreement; (ii) protect it with at least reasonable care; and (iii) not disclose it to third parties except to employees, contractors, or advisors who have a need to know and are bound by like obligations. Disclosure required by law is permitted with prompt notice (unless legally prohibited).
5. Ownership & Data Rights
5.1 Virtu Technology
Virtu and its licensors retain all right, title, and interest in the Virtu Platform and related IP. No rights are granted except as expressly set forth.
5.2 Subscriber Data & Outputs
Subscriber owns Subscriber Data and Outputs. Virtu receives a non-exclusive, worldwide, royalty-free license to process Subscriber Data and Outputs solely to provide the Service and to improve model performance in an anonymized, aggregated form.
5.3 Trained Models
Trained Models are derivative of Virtu's base models plus Subscriber Data. Virtu retains model architecture and pre-existing weights; Subscriber owns the unique weights derived solely from Subscriber Data. Upon written request within 30 days after termination, Virtu will delete Subscriber-specific weights.
5.4 Performance Data
Virtu may use Performance Data for analytics, security, and improving the Service. Performance Data never includes Subscriber Data.
Virtu and its licensors retain all right, title, and interest in the Virtu Platform and related IP. No rights are granted except as expressly set forth.
5.2 Subscriber Data & Outputs
Subscriber owns Subscriber Data and Outputs. Virtu receives a non-exclusive, worldwide, royalty-free license to process Subscriber Data and Outputs solely to provide the Service and to improve model performance in an anonymized, aggregated form.
5.3 Trained Models
Trained Models are derivative of Virtu's base models plus Subscriber Data. Virtu retains model architecture and pre-existing weights; Subscriber owns the unique weights derived solely from Subscriber Data. Upon written request within 30 days after termination, Virtu will delete Subscriber-specific weights.
5.4 Performance Data
Virtu may use Performance Data for analytics, security, and improving the Service. Performance Data never includes Subscriber Data.
6. Security & Data Protection
Virtu hosts all production data on SOC 2- or ISO 27001-certified infrastructure (currently AWS + Cloudflare).
All data in transit is encrypted via TLS 1.2+. All persistent storage is encrypted at rest (AES-256 or better).
Virtu will notify Subscriber of any confirmed data breach of Subscriber Data within 72 hours and will cooperate to remediate.
Virtu's DPA (Data Processing Addendum) and SOC 2 Type II report are available upon request for Enterprise plans.
All data in transit is encrypted via TLS 1.2+. All persistent storage is encrypted at rest (AES-256 or better).
Virtu will notify Subscriber of any confirmed data breach of Subscriber Data within 72 hours and will cooperate to remediate.
Virtu's DPA (Data Processing Addendum) and SOC 2 Type II report are available upon request for Enterprise plans.
7. Term & Termination
Term. This Agreement continues until all Order Forms expire or are terminated.
Auto-Renewal. Lite and Plus subscriptions renew monthly or annually as selected. Subscriber may cancel renewal in the admin portal at least ◀ EDIT: 10 days before the next billing date.
Termination for Cause. Either party may terminate if the other materially breaches and fails to cure within 30 days' notice.
Effect of Termination. Subscriber access ceases; unpaid fees accelerate; Virtu deletes Subscriber Data 30 days after termination unless legally required to retain.
Auto-Renewal. Lite and Plus subscriptions renew monthly or annually as selected. Subscriber may cancel renewal in the admin portal at least ◀ EDIT: 10 days before the next billing date.
Termination for Cause. Either party may terminate if the other materially breaches and fails to cure within 30 days' notice.
Effect of Termination. Subscriber access ceases; unpaid fees accelerate; Virtu deletes Subscriber Data 30 days after termination unless legally required to retain.
8. Warranties & Disclaimers
8.1 Mutual Warranties
Each party warrants it has the authority to enter into this Agreement.
8.2 Service Warranty
Subscriber owns Subscriber Data and Outputs. Virtu receives a non-exclusive, worldwide, royalty-free license to process Subscriber Data and Outputs solely to provide the Service and to improve model performance in an anonymized, aggregated form.
8.3 Disclaimer
EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND. VIRTU DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. AI OUTPUTS MAY CONTAIN ERRORS OR BIAS; SUBSCRIBER USES THEM AT ITS OWN RISK.
9. Indemnification
9.1 By Virtu
Virtu will defend Subscriber against third-party claims that the unmodified Service infringes a U.S. patent, copyright, or trademark, and pay resulting damages finally awarded. If the Service is enjoined, Virtu may (a) modify, (b) replace, or (c) terminate the impaired Service and refund unused fees. Virtu has no obligation for claims based on Subscriber Data, unauthorized use, or combination with non-Virtu products.
9.2 By Subscriber
Subscriber will defend Virtu against third-party claims arising from (a) Subscriber Data or Outputs infringing or violating rights of others, or (b) Subscriber's use of the Service in breach of this Agreement.
Virtu will defend Subscriber against third-party claims that the unmodified Service infringes a U.S. patent, copyright, or trademark, and pay resulting damages finally awarded. If the Service is enjoined, Virtu may (a) modify, (b) replace, or (c) terminate the impaired Service and refund unused fees. Virtu has no obligation for claims based on Subscriber Data, unauthorized use, or combination with non-Virtu products.
9.2 By Subscriber
Subscriber will defend Virtu against third-party claims arising from (a) Subscriber Data or Outputs infringing or violating rights of others, or (b) Subscriber's use of the Service in breach of this Agreement.
10. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES. EACH PARTY'S TOTAL LIABILITY WILL NOT EXCEED THE AMOUNT PAID OR PAYABLE BY SUBSCRIBER TO VIRTU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THESE LIMITATIONS DO NOT APPLY TO PAYMENT OBLIGATIONS OR A PARTY'S INDEMNITY OBLIGATIONS.
11. General
Governing Law; Venue. ◀ EDIT: e.g., "Delaware law; exclusive jurisdiction in the state and federal courts of New Castle County, Delaware."
Assignment. Neither party may assign this Agreement without the other's written consent, except to an acquirer of substantially all assets, equity, or by merger.
Force Majeure. Neither party is liable for delays caused by events beyond reasonable control.
Notices. Legal notices must be in writing and sent to the address on the Order Form (copy to legal@virtu3d.ai).
Entire Agreement. This Agreement + Order Forms constitute the entire agreement and supersede all prior proposals and understandings.
Amendments. Virtu may update these Terms
Assignment. Neither party may assign this Agreement without the other's written consent, except to an acquirer of substantially all assets, equity, or by merger.
Force Majeure. Neither party is liable for delays caused by events beyond reasonable control.
Notices. Legal notices must be in writing and sent to the address on the Order Form (copy to legal@virtu3d.ai).
Entire Agreement. This Agreement + Order Forms constitute the entire agreement and supersede all prior proposals and understandings.
Amendments. Virtu may update these Terms
ACCEPTANCE
By clicking "Accept," signing an Order Form, or using the Service, Subscriber agrees to these Terms of Service.
By clicking "Accept," signing an Order Form, or using the Service, Subscriber agrees to these Terms of Service.
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