Terms and Conditions

“Account” means the account registered by or for you to access the Platform.

“Client Data” means any data, content, prompts, traces, datasets, files, configurations, or other materials provided, made available, or otherwise submitted by you or on your behalf for processing or use within the Platform.

“Confidential Information” means any non-public information that is disclosed by or on behalf of a party (“Disclosing Party”) to the other party (“Receiving Party”), whether before or after the Effective Date, and whether disclosed orally, visually, in writing, by inspection, or in electronic form. Confidential Information includes, without limitation, business, technical, and financial information, roadmaps, product plans, designs, specifications, software, data (including Client Data), datasets, prompts, models, APIs, documentation, pricing, usage metrics, security and architecture information, know-how, trade secrets, and all copies and derivatives thereof.

“Deliverables” means the work product expressly identified in a Statement of Work for delivery to Client, which may include configurations, workflows, integrations, connectors, datasets, prompts, agents, templates, and documentation.

“Implementation Agreement” means any separate agreement between Client and InteractiveAI governing professional services to implement AI-native systems and related integrations on the Platform.

“Order” means an order page, checkout, online purchase flow, or signed order form specifying your subscription plan, term, and fees.

“Plan” means the subscription tier selected in your Order (e.g., Free, Business, Enterprise) and the associated limits, quotas, features, and support.

“Platform” means InteractiveAI’s proprietary platform and managed services for building, monitoring, and operating AI systems, including modules for traces, monitoring, evaluators, datasets, prompts, keys/secrets, dashboards, agent tooling, and related components, whether hosted by InteractiveAI in a multi-tenant environment or within a dedicated Virtual Private Cloud, as specified in an Order or Statement of Work.

“Statement of Work” or “SOW” means any statement of work, order form, or similar document executed by the parties describing scope, deliverables, timelines, acceptance criteria, fees, hosting model, and other particulars relating to implementation or professional services, which shall be incorporated by reference and governed by the Implementation Agreement where applicable.

“Third-Party Services” means any third-party models, Application Programming Interfaces, LLMs, datasets, tools, cloud providers, data sources, or software used or integrated in connection with the Platform (e.g., Client’s model keys, cloud accounts, or third-party APIs). Such Third-Party Services may be provided to Client either: (a) through the Platform (including via the InteractiveAI LLM Router or similar functionality), in which case Client shall pay InteractiveAI the applicable fees for such usage as set out in the relevant Order or usage-based pricing schedule; or (b) directly by Client, where expressly stated in an Order, in which case Client will maintain its own accounts with such third-party providers and bear all related costs directly.

The Platform is intended for business use. You must be at least the age of majority in your jurisdiction and capable of entering a binding contract. You must provide accurate, complete registration information and keep it up to date. Each user must have an individual login; you are responsible for your users’ compliance, for maintaining the confidentiality of credentials, and for all activities under your Account.

Your Plan and any usage-based components are set out in your Order or within the Platform. Unless otherwise stated, subscriptions run for the term selected in your Order and automatically renew for successive terms of the same length at then-current rates, unless you cancel before renewal through the Platform or by written notice as specified on your Order. If you cancel, your subscription will continue until the end of the then-current term and will not be renewed.

Usage-based charges (e.g., token consumption, storage/compute overages) will be measured using InteractiveAI’s standard metrics and logs and invoiced at the rates set out in the applicable Order. Fees are exclusive of taxes. Client is responsible for all applicable taxes, duties, and similar charges (excluding taxes based on InteractiveAI’s income).

You agree to use the Platform only for lawful purposes and in accordance with these Terms. You must not engage in fraudulent, abusive, misleading, defamatory, or harmful activity, attempt to gain unauthorized access to any part of the platform services, systems, networks, servers, data, or accounts, or use the Platform in a way that degrades, disrupts, or compromises its operation, security, or availability, including distributing malware or denial-of-service attacks. We may suspend or terminate access, remove content, and take other appropriate measures in case of a breach of these Terms, without prejudice to other legal rights.

5.1. The Platform may include modules such as organisations and projects; monitoring and dashboards; traces and sessions; evaluators and scores; annotations; prompts and prompt playground; datasets; secrets manager; models and LLM keys; knowledge base; agents chat; deployment tooling; and, as available, marketplace and workflow/routine builder.

5.2. The hosting model applicable to your use of the Platform shall be as specified in your Order or SOW: (a) Multi-tenant cloud; or (b) Dedicated Virtual Private Cloud. Performance, security, and cost implications vary by model.

5.3. We may provide pre-release or experimental features (“Beta Features”). Beta Features are optional, may be subject to additional terms, may change or be discontinued, and are provided “as is.”

5.4. Client’s access to and use of the Platform shall be solely through the hosted environment provided by InteractiveAI (including via web application), and Client shall have no right to self-host, replicate, or deploy the Platform, InteractiveAI Materials, or any proprietary agent architectures in any environment other than those provided by InteractiveAI.

6.1. As between the parties, you retain all rights in Client Data. You grant us a non-exclusive, worldwide, royalty-free licence to host, copy, transmit, process, display, and use Client Data solely to provide, maintain, secure, and improve the Platform and related support.

6.2. You represent and warrant that you have obtained all rights and consents necessary for Client Data and that your provision and our processing of it will not violate law or third-party rights.

6.3. You are responsible for backing up Client Data; the Platform is not an archival service.

6.4. You accept that we may identify you as a Client in lists, proposals, and investor materials.

7.1. As between the parties, the Client retains all rights in Client Data. InteractiveAI will use Client Data only to provide the Platform and will not use it to train general-purpose models without the Client’s prior written consent.

7.2. We implement commercially reasonable administrative, technical, and physical safeguards designed to protect the confidentiality, integrity, and availability of Client Data under our control, appropriate to the hosting model (multi-tenant cloud or dedicated VPC, as applicable to your Plan).

7.3. Where your use of the Platform involves the processing of personal data on your behalf, the terms of the Data Processing Agreement made available by InteractiveAI shall apply. The Data Processing Agreement is designed to ensure compliance with EU and UK General Data Protection Regulation (GDPR) requirements.

7.4. Where Client is established in, or the processing of personal data is otherwise subject to the data protection laws of, a jurisdiction outside the European Economic Area and the United Kingdom (including, without limitation, the United States, Canada, Brazil, or other applicable jurisdictions), the parties shall supplement the Data Processing Agreement with such additional terms as may be required to ensure compliance with applicable local data protection laws.

7.5. InteractiveAI shall not transfer personal data outside the European Economic Area or the United Kingdom unless: (a) the recipient country benefits from an adequacy decision; (b) appropriate safeguards are in place (including EU Standard Contractual Clauses or UK International Data Transfer Addendum); or (c) another valid transfer mechanism applies.

7.6. InteractiveAI shall notify Client without undue delay (and within 48 hours) upon becoming aware of a personal data breach affecting Client Data, providing sufficient detail to enable Client to meet its notification obligations.

LLM-based outputs can be non-deterministic and may contain errors, bias, or unsafe content. You are responsible for reviewing, validating, and appropriately using outputs, implementing human-in-the-loop review where appropriate, and setting guardrails including fallback logic and escalation thresholds. The Platform may offer evaluators, scores, and monitoring to help assess quality, latency, and cost, but you remain responsible for your use cases and compliance obligations.

9.1. Each Party retains all right, title, and interest in and to its pre-existing and independently developed intellectual property, including without limitation InteractiveAI’s platform, software, models, templates, tools, frameworks, prompts, evaluators, datasets, documentation, and methodologies (“InteractiveAI Materials”), and Client’s pre-existing data, content, and internal materials. No license is granted except as expressly stated herein.

9.2. Subject to Client’s payment of all applicable fees, Client shall own all right, title, and interest in and to the Deliverables developed by InteractiveAI specifically for Client, including without limitation custom configurations, workflows, prompts, templates, dashboards, and documentation created specifically for Client’s use cases (“Client-Owned Deliverables”).

9.3. Notwithstanding the foregoing, InteractiveAI retains all right, title, and interest in and to any pre-existing frameworks, models, evaluators, templates, tools, methodologies, and other InteractiveAI Materials incorporated in or used to develop the Client-Owned Deliverables (“Embedded InteractiveAI Materials”).

9.4. Any datasets generated from the Client-Owned Deliverables or derived from Client’s use of the solution and Client’s business activity (“Client-Generated Datasets”) shall be owned exclusively by Client. For the avoidance of doubt, pre-built evaluators, templates, or standard resources available on the InteractiveAI Platform prior to the commencement of the Implementation Services remain InteractiveAI Materials.

9.5. To support Client’s operational flexibility, Client shall have the right to leverage and build upon any Deliverables, configurations, integrations, and Client-Specific Customisations developed under these Terms to create additional use cases or solutions within the InteractiveAI Platform. Client’s access to and use of the InteractiveAI Platform shall be solely through the hosted environment provided by InteractiveAI, and Client shall have no right to self-host, replicate, or deploy the InteractiveAI Platform, InteractiveAI Materials, or any proprietary agent architectures in any environment other than those provided by InteractiveAI.

10.1. The Receiving Party will: (a) use the Disclosing Party’s Confidential Information solely for the purpose of performing under these Terms and for no other purpose; (b) protect such Confidential Information using at least the degree of care it uses to protect its own confidential information of like importance, and in no event less than a reasonable standard of care; and (c) promptly notify the Disclosing Party upon becoming aware of any unauthorised use or disclosure of Confidential Information.

10.2. The Receiving Party may disclose Confidential Information only to its and its affiliates’ directors, officers, employees, contractors, and professional advisors who have a strict need to know such information for the permitted purpose, provided that such persons are bound by written obligations of confidentiality and restricted use no less protective than those set forth in this Clause 10.

10.3. Confidential Information does not include information that the Receiving Party can demonstrate: (a) is or becomes publicly available through no breach of these Terms by the Receiving Party; (b) was rightfully known to the Receiving Party without restriction prior to disclosure; (c) is independently developed by the Receiving Party without use of or reference to the Disclosing Party’s Confidential Information; or (d) is rightfully received from a third party without restriction.

10.4. If the Receiving Party is required by law, regulation, or court order to disclose any Confidential Information, the Receiving Party may do so, provided that (to the extent legally permissible) it gives the Disclosing Party prompt written notice, discloses only that portion of the Confidential Information that is legally required, and reasonably cooperates in seeking confidential or protective treatment.

10.5. Upon the Disclosing Party’s written request or upon termination or expiration of these Terms, the Receiving Party will promptly return or destroy all copies of Confidential Information in its possession or control, except that the Receiving Party may retain: (a) copies in routine backup archives, which shall remain subject to this Clause 10; and (b) one archival copy solely for evidentiary and compliance purposes.

10.6. The parties acknowledge that unauthorised disclosure or use of Confidential Information may cause irreparable harm for which monetary damages may be inadequate. Accordingly, in addition to any other remedies available at law or in equity, the Disclosing Party will be entitled to seek immediate injunctive and other equitable relief to prevent or curtail any threatened or actual breach of this Clause 10.

10.7. The obligations in this Clause 10 survive termination or expiration of these Terms for five (5) years thereafter; provided, however, that trade secrets will be protected for so long as such information remains a trade secret under applicable law.

11.1. Each party represents and warrants that it has the power and authority to enter into and perform its obligations under these Terms.

11.2. Except as expressly provided, the Platform and any outputs are provided “as is.” InteractiveAI does not warrant that the Platform will be error-free, uninterrupted, or compliant with all Client-specific regulatory regimes.

11.3. To the maximum extent permitted by law, InteractiveAI disclaims all warranties, whether express, implied, statutory, or otherwise, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

12.1. Except for Excluded Claims (as defined below), each party’s aggregate liability arising out of or related to these Terms shall not exceed the total fees actually paid or payable by Client during the twelve (12) months preceding the event giving rise to liability.

12.2. Neither party shall be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, revenue, goodwill, or data, even if advised of the possibility.

12.3. “Excluded Claims” means: (a) a party’s indemnification obligations; (b) breach of confidentiality obligations; (c) Client’s payment obligations; and (d) either party’s gross negligence, fraud, or wilful misconduct. The limitations in this Clause 12 do not apply to Excluded Claims.

13.1. These Terms commence on the Effective Date and continue until terminated as provided herein. Each Order or SOW shall have the term stated therein.

13.2. Either party may terminate these Terms or any Order for convenience upon thirty (30) days’ prior written notice, provided that the terminating party remains responsible for fees due for services performed and non-cancellable commitments incurred prior to the effective termination date.

13.3. Either party may terminate these Terms or any Order upon written notice if the other party materially breaches and fails to cure within thirty (30) days after written notice describing the breach.

13.4. We may suspend or limit your access to the Platform immediately and without prior notice if we detect or reasonably suspect: (a) a security risk; (b) fraudulent or unauthorised use; (c) you exceed Plan limits in a manner that risks Platform stability; (d) you fail to timely pay applicable fees; or (e) you breach these Terms. Where practicable and not prohibited by law, we will provide notice of any suspension and the reasons therefor.

13.5. Upon termination or expiration of these Terms or any Order: (a) your right to use the Platform ceases immediately; (b) all fees due and payable through the termination date become immediately due; (c) licences granted herein will terminate except as expressly stated; (d) upon your request and subject to our standard retention schedules, we will delete or return Client Data within a reasonable period (not to exceed sixty (60) days), except where retention is required by applicable law or for legitimate compliance or evidentiary purposes; (e) each party will, upon request, return or destroy the other party’s Confidential Information, subject to the archival rights set out in Clause 10.5; and (f) the following provisions shall survive termination or expiration: Clauses 1 (Definitions), 6 (Client Data Ownership), 7 (Data Protection), 9 (Intellectual Property), 10 (Confidentiality), 11 (Warranties and Disclaimers), 12 (Limitation of Liability), 13.5 (Effect of Termination), 14 (Indemnification), 15 (Sanctions), and 17 (Governing Law).

13.6. Unless otherwise agreed in an Order, fees are non-refundable except: (a) where InteractiveAI terminates for convenience under Clause 13.2, in which case InteractiveAI shall refund any prepaid fees for the period following the effective termination date on a pro rata basis; or (b) where Client terminates for InteractiveAI’s uncured material breach under Clause 13.3, in which case InteractiveAI shall refund any prepaid, unused fees.

14.1. InteractiveAI will defend Client against third-party claims alleging that the Platform (excluding Client Data, Client instructions, or Third-Party Services) directly infringes a third party’s intellectual property rights. InteractiveAI may, at its option, procure rights, modify the Platform, or replace it to avoid infringement; if not commercially feasible, InteractiveAI may terminate access and refund prepaid, unused fees.

14.2. You agree to defend, indemnify, and hold harmless InteractiveAI and its affiliates, and their respective officers, directors, employees, and agents, from and against any claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) Client Data; (b) your use or provision of Third-Party Services; (c) your breach of law or these Terms; or (d) your misuse of AI/LLM outputs.

14.3. The indemnifying party’s obligations are conditioned on the indemnified party: (a) providing prompt written notice of the claim; (b) granting the indemnifying party sole control over defence and settlement (provided no settlement admits liability or imposes obligations on the indemnified party without consent); and (c) providing reasonable cooperation at the indemnifying party’s expense.

14.4. InteractiveAI’s indemnity under Clause 14.1 does not apply to claims arising from: (a) combinations or modifications not provided by InteractiveAI; (b) use after InteractiveAI notifies Client to cease following a replacement or modification; or (c) Client Data or Third-Party Services.

You represent that you are not located in, organised under the laws of, or ordinarily resident in any country or territory subject to comprehensive sanctions, and that you are not a restricted party. You will comply with applicable export control and sanctions laws in connection with access to and use of the Platform and with respect to Client Data. You will not allow access to the Platform or use of LLMs in violation of such laws.

We may update the Platform, including features, modules, and interfaces, from time to time. We may modify these Terms by posting an updated version on our website or within the Platform. Changes take effect on the date indicated in the notice or posting. If you continue to use the Platform after the effective date, you accept the updated Terms. If you do not agree, you may terminate your subscription in accordance with Clause 13.2.

These Terms are governed by the laws of Ireland, excluding its conflict-of-laws rules. The courts of Dublin, Ireland have exclusive jurisdiction over any dispute arising out of or relating to these Terms, and each party irrevocably submits to such jurisdiction. Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect Confidential Information or intellectual property.

All notices will be in writing and delivered by hand, courier, or email to the addresses associated with your Account or as otherwise specified by InteractiveAI. You may send notices to legal@interactiveai.com or to our registered office address specified above. Notices are deemed given when sent by email without bounce-back to a monitored address or upon delivery by courier.

19.1. InteractiveAI is not responsible for the service levels, availability, or failures of Third-Party Services, save that InteractiveAI shall use reasonable endeavours to select and maintain reliable third-party providers for services provided through the Platform and shall promptly notify Client of any material service disruptions of which it becomes aware.

19.2. Your use of Third-Party Services is subject to the terms and conditions of the relevant third-party provider. You are responsible for ensuring that your use of Third-Party Services complies with all applicable laws and the terms of such third-party providers.

Where Client has entered into a separate Implementation Agreement with InteractiveAI, access to the Platform in connection with such implementation services shall be governed by these Terms, and the implementation services themselves shall be governed by the Implementation Agreement. In the event of conflict between these Terms and an Implementation Agreement, the Implementation Agreement shall prevail solely with respect to the implementation services and any related SOW.

21.1. The parties are independent contractors; these Terms do not create any partnership, joint venture, or agency.

21.2. Neither party may assign these Terms without the other party’s prior written consent, except to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets, provided the assignee is not a direct competitor and assumes all obligations.

21.3. If any provision is unenforceable, the remainder remains in effect, and the provision will be enforced to the maximum extent permissible.

21.4. No waiver is effective unless in writing and no waiver constitutes a continuing waiver unless expressly stated.

21.5. Neither party is liable for delays or failures due to events beyond reasonable control, provided reasonable efforts are used to mitigate.

21.6. These Terms, together with any Order, SOW, Implementation Agreement, and Data Processing Agreement, constitute the entire agreement between the parties on the subject matter and supersede all prior or contemporaneous agreements.

If you have questions about these Terms, please contact us: