This AI Addendum forms part of and is subject to the terms of the Order. For the avoidance of doubt, this AI Addendum applies in addition to the Terms.

Defined terms used but not otherwise defined in this AI Addendum have the meaning given to them in the terms at https://eptura.com/terms/tos.

1. DEFINITIONS

1.1. “Input” means any data, information, prompts, materials or Customer Data submitted by or on behalf of Customer or its Users during use of Intelligent Functionality.

1.2 “Output” means any data, information, or materials generated by Intelligent Functionality in response to an Input.

2. CONSENT

2.1. Provision of consent. By entering into an Order which is subject to this AI Addendum, Customer is providing its consent to the enablement and provision of the AI Systems required to deliver Intelligent Functionality. For the avoidance of doubt, this includes consenting to Eptura (and any relevant subprocessors) processing Customer Data, Inputs and Outputs solely as necessary to provide, maintain and support the Intelligent Functionality, but not for the purpose of training or improving any AI Systems, except as expressly permitted in Section 3 below.

2.2. Revocation of consent. Customer may revoke the consent in Section 2.1 at any time, in whole or in part, but acknowledges and agrees that this may materially impact the provision of Intelligent Functionality and that this shall not entitle Customer to any refund of Fees paid or release of Fees that will be payable during the remainder of the Term or termination of the relevant Order or part thereof.

3. AGGREGATED DATA

Customer agrees and acknowledges that Eptura shall be free to use Aggregated Data (which for the purposes of this AI Addendum includes Inputs and Outputs) to develop, train, improve or enhance AI Systems provided that, for the avoidance of doubt, the Aggregated Data does not include Personal Data (as defined in the DPA) and the Aggregated Data is not used in respect of the provision of Services to any other customers.

4. PROPRIETARY RIGHTS

4.1. Retained Rights. Eptura and its licensors reserve all of their right, title, and interest in and to the Intelligent Functionality including all related intellectual property rights. No rights are granted to Customer hereunder other than as expressly set out herein.

4.2. Customer Data. Customer grants Eptura a non-exclusive, worldwide, transferable, royalty-free, and fully paid license to use Customer Data solely as necessary to provide Intelligent Functionality. Customer represents and warrants that it has the right and authority to provide Eptura with Customer Data for use in connection with the provision of Intelligent Functionality, including all necessary authorizations and consents to upload, submit, post, publish or transmit Customer Data to Intelligent Functionality.

4.3 Rights to Outputs. As between the parties, Customer owns all right, title, and interest in and to the Outputs containing Customer Data and generated by Intelligent Functionality in direct response to Inputs, to the extent permitted by Law(s). Eptura hereby assigns to Customer any right, title, or interest it may have in such Outputs, where protected as intellectual property under Law(s).

5. SECURITY

Eptura will protect all Customer Data, Inputs, and Outputs processed through Intelligent Functionality in accordance with the same technical and organizational measures described in the Data Processing Addendum, including encryption, access controls, and monitoring consistent with industry standard practices.

6. REPRESENTATIONS & WARRANTIES

6.1. Eptura representations and warranties. Eptura represents and warrants that: (a) its deployment of AI Systems is in accordance with Laws; and (b) the Intelligent Functionality shall not knowingly generate content that infringes third-party intellectual property rights.

6.2. Customer representations and warranties. Customer represents and warrants that: (a) it has the right and authority to provide Eptura with Customer Data which will be utilized by AI Systems in the delivery of Intelligent Functionality; (b) all Inputs will comply with Law(s) and not infringe the intellectual property rights of any third party; and (c) that it will not and will not permit any of its Users to use any Intelligent Functionality or any third party AI System which interoperates with any Services for: (i) making a decision with legal effect or which will affect the health or safety or any individual; (ii) predicting Personal Data (including Sensitive Personal Data (as defined in the DPA)); (iii) any deceptive or misleading activities; or (iv) any other activity which is in breach of Laws.

6.3. Customer acknowledgment. Customer acknowledges and agrees that Intelligent Functionality: (i) involves Customer and its Users interacting with AI Systems; (ii) Intelligent Functionality and AI Systems are not a substitute for human oversight or judgement; (iii) it must disclose to Users when they are interacting directly with AI Systems without human involvement; and (iv) when required by law, it shall provide a means for Users to utilize the relevant feature or functionality without interacting with AI Systems.

7. THIRD-PARTY SERVICES

Eptura shall have no liability for any third-party services (including those utilizing AI Systems) that Customer uses to generate, upload, submit, post, publish, or transmit Customer Data to the Services.

8. DISCLAIMER

INTELLIGENT FUNCTIONALITY IS PROVIDED “AS IS” AND EPTURA DOES NOT MAKE ANY WARRANTY AS TO OUTPUTS OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH INTELLIGENT FUNCTIONALITY. OTHER THAN WARRANTIES EXPRESSLY PROVIDED UNDER THIS AI ADDENDUM OR THE TERMS, EPTURA DISCLAIMS ALL WARRANTIES INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CUSTOMER UNDERSTANDS AND AGREES THAT EPTURA DOES NOT ATTEMPT TO VERIFY THE ACCURACY OR COMPLIANCE WITH LAWS OF ANY OUTPUT, AND CUSTOMER ASSUMES THE SOLE RISK FOR USE OF OUTPUTS. CUSTOMER SHOULD NOT RELY ON ANY FACTUAL ASSERTION IN AN OUTPUT WITHOUT INDEPENDENTLY FACT CHECKING ITS ACCURACY. ANY OUTPUT THAT APPEARS ACCURATE BECAUSE OF ITS DETAIL OR SPECIFICITY MAY STILL CONTAIN MATERIAL INACCURACIES. OUTPUTS MAY NOT ACCOUNT FOR EVENTS OR CHANGES TO UNDERLYING FACTS OCCURRING AFTER AI SYSTEMS WERE TRAINED. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY CUSTOMER FROM EPTURA OR THROUGH INTELLIGENT FUNCTIONALITY SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. NEITHER EPTURA NOR ITS AFFILIATES OR THEIR RESPECTIVE REPRESENTATIVES WILL BE LIABLE AT LAW OR EQUITY FOR ANY CLAIM (INCLUDING THIRD-PARTY CLAIMS), DAMAGE, OR LOSS ARISING FROM OR RELATING TO CUSTOMER’S USE OF INTELLIGENT FUNCTIONALITY.