AI Terms and Conditions
Last Modified: February 26, 2025
These AI terms and conditions ("AI Terms") are entered into by and between Cerve Global Ltd. and its affiliates ("Cerve") and the Customer, which enabled the covered AI features provided by Cerve and detailed herein. These AI Terms govern the use of the Cerve solution and features that are powered by artificial intelligence ("AI") hereinafter shall be defined as the "AI Feature(s)".
These AI Terms are governed by and are an integral part of the Cerve general terms and condition ("Agreement"). Terms used however not defined herein shall have meaning as defined in the Agreement. All obligations and provisions under the Agreement apply to the use of the AI Features in addition to these AI Terms.
Important Notice
It is hereby clarified that the usage and operation of the AI Feature is optional and subject to the Customer's discretion. The Customer further understands and acknowledges that the AI Feature is not mandatory and that the Cerve Services may be used without enabling the AI Feature.
The AI Feature may be provided:
Subject to a fixed fee
Free of charge as part of an Alpha/Beta testing
Subject to a free trial or POC
As otherwise agreed by the parties in writing
Notwithstanding the above, the Customer acknowledges that if the admin account user has made the AI Features enabled, all Users will have access to the AI Features. The AI Features may be enabled or disabled on an account basis and not per Users.
It is recommended to ensure the Customer publishes an internal AI policy in which its employees understand the importance of responsible use of AI tools and features.
Acceptance of Terms
BY ACCESSING OR USING THE AI FEATURE, CUSTOMER HEREBY ACKNOWLEDGES IT HAS READ AND UNDERSTOOD THESE AI TERMS AND AGREES TO BE BOUND BY THEM AND TO ACCESS AND USE THE AI FEATURES IN ACCORDANCE WITH THESE AI TERMS AND AGREEMENT. IF CUSTOMER DOES NOT AGREE TO THESE AI TERMS, IT MAY NOT USE THE AI FEATURE. CUSTOMER HEREBY AGREES THAT THESE AI TERMS ARE ENFORCEABLE LIKE ANY WRITTEN AGREEMENT SIGNED BY IT.
1. Risk Acceptance
The Customer hereby recognizes that AI, particularly generative AI, is a novel and evolving field. There may be unknown risks, and the technology's safeguards may not be comprehensive. The Customer assumes full responsibility for any risks arising from their use of AI Features, including but not limited to:
(i) Ensure the use of AI Features adheres to all relevant laws and regulations. There is a risk that AI Features or their outputs could be deemed non-compliant or illegal by authorities, possibly leading to service interruption or legal consequences; and
(ii) The Customer accepts that AI outputs may not always be accurate or appropriate.
2. AI Features and Use
Subject to the terms herein and compliance with applicable laws, Cerve hereby grants the Customer a limited, revocable, non-exclusive, non-transferable and non-sublicensable license to use the AI Feature during the term of the Agreement, unless otherwise agreed by the parties, and solely for the intended purpose as set forth herein.
3. Customer Responsibility
3.1 Compliance and Usage
The use of the AI Feature is subject to Customer's compliance with all applicable laws and these AI Terms. The AI Feature allows Customer to automatically parse data off emails and attachments (PDF, CSV, XLS, TXT) and then restructure that data into a JSON format.
3.2 Input and Output Responsibility
The output insights generated and returned by the AI Feature ("Output") are based on:
The data provided by Customer as part of the Customer Data ("Input")
The queries drafted and used by the Customer
Customer is responsible for:
(i) The lawfulness of all Inputs
(ii) All decisions, actions, or inactions arising from its use of the AI Features, including, without limitation, ensuring such decisions, actions, or inactions comply with applicable laws, regulations, and other legal requirements related to:
Data protection
Intellectual property
The use of artificial intelligence or machine learning
3.3 Output Accuracy and Oversight
Outputs may be inaccurate, inappropriate, or biased. Customer is responsible for implementing reasonable practices, including human oversight, to guard against Outputs being used in an unsuitable or unlawful way or in violation of the rights of others.
3.4 Input Control
Cerve has no control over the use of the Input. Thus, any use of such is at Customer's own risk and Cerve does not represent, undertake or warrant to any security or control of or to the Input.
3.5 Output Usage
The Output may be used for any lawful purpose, including commercial purposes and publication, at Customer's own risk.
Prior to publication, the Customer should state and add a disclosure that the Output was generated by AI tools. Due to the nature of machine learning, Output may not be unique across users and the AI Feature may generate the same or similar output for third parties.
3.6 Jurisdictional Compliance
The Customer shall use the AI Feature solely in the jurisdictions in which such use is approved.
3.7 Business Use Only
The Customer may use the AI Features solely for its business purposes.
4. Third Party Providers
4.1 Third-Party Processing
The AI Feature is provided and processed by third-party providers ("Third Party Providers"). The Inputs and Outputs may be retained temporarily by the Third-Party Provider as part of the operation of their service.
4.2 Current Provider
Currently Cerve uses artificial intelligence technology developed and provided by OpenAI, however this may change, or additional providers may be used. The OpenAI Terms of Service are available here.
5. Ownership
5.1 Customer Ownership
As between the parties and to the extent permitted under applicable laws or the Third-Party Providers Terms, the Customer retains ownership and rights to the Input and Output. Cerve is hereby granted with applicable legal right to use the Input solely for the purpose of providing the AI Feature.
5.2 Non-Unique Outputs
Due to the nature of AI Features, Customer acknowledges that Outputs provided to Customer may be similar or identical to Outputs independently provided by Cerve to other Customers or users.
5.3 Feedback
Customer may provide feedback regarding the AI Feature to: contact@Cerve.com ("Feedback"). The Feedback shall include feedback on:
Performance
Features that may be missing
Any bugs encountered during use
Any Feedback provided grants Cerve a perpetual, irrevocable, non-exclusive, worldwide, fully-paid, sub-licensable, assignable license to incorporate into the Services or otherwise use any Feedback received from the Customer to improve products or services.
The Customer irrevocably waives any moral rights in such Feedback pursuant to applicable copyright law. Cerve acknowledges that any Feedback is provided on an "as-is" basis with no warranties of any kind.
6. Accuracy
6.1 No Accuracy Guarantee
The AI Feature is provided by Third Party Providers. Cerve does not guarantee accuracy or consistency of any Output generated by the AI Feature. Given the probabilistic nature of machine learning and AI, use of our AI Feature may in some situations result in incorrect Output that does not accurately reflect the action generated.
6.2 Customer Evaluation
Any change of the data uploaded by the Customer as the Input and any change to the queries used by the Customer when using the AI Feature may result in change to the Output. The Customer shall evaluate the accuracy of any Output and shall not rely on Cerve to do so.
7. Acceptable Use Policy
Without derogating from the restrictions in the Agreement, the Customer hereby represents and warrants that it will not, nor will it authorize anyone on its behalf, including a User, to:
(a) Mislead anyone that the Output generated by the AI feature is human-generated
(b) Use the AI Feature to generate content that:
Expresses or promotes hate, harassment, or violence
Exploits or harms children
Encourages self-harm
Presents illegal, sexual, political, harmful, false, deceiving or misleading information
Misuses personal data
Contains malware, unsolicited bulk content, ransomware, viruses, or other software
(c) Use the AI Feature for activities which have high risk of economic harm, including:
Adult content, adult industries, and dating apps
Offering tailored financial advice without a qualified person reviewing the information
To provide health advice
Political campaigning or lobbying
(d) Use the AI Feature in a way that infringes, misappropriates or violates any third party rights
(e) Reverse assemble, reverse compile, decompile, translate or otherwise attempt to discover the source code or underlying components of models, algorithms, and systems of the AI Feature (except to the extent such restrictions are contrary to applicable law)
(f) Use the AI Feature to develop foundation models or other large scale models that compete with Cerve or OpenAI
(g) Use any method to extract data from the AI Feature, including web scraping, web harvesting, or web data extraction methods, other than as permitted through the API
8. Disclaimers
IN ADDITION TO THE DISCLAIMER INCLUDED IN THE AGREEMENT, THE AI FEATURE IS PROVIDED ON AN "AS IS" AND AS "AVAILABLE" BASIS. CERVE AND THE APPLICABLE THIRD-PARTY PROVIDER MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE AI FEATURE, OR THE INFORMATION, TEXT, AND CONTENT INCLUDED IN THE OUTPUT, OR THE USE OF THE INPUT, INCLUDING WITHOUT LIMITATION, ACCURACY OF THE RESULTS, OUTPUT, AVAILABILITY, SUITABILITY, RELIABILITY, OR CONTENT OF ANY INFORMATION PROVIDED THROUGH THE AI FEATURE.
CERVE WILL HAVE NO LIABILITY OR RESPONSIBILITY ARISING IN ANY WAY FROM CUSTOMER'S USE OF THE CONTENT AND OUTPUT OR ANY ERRORS OR OMISSIONS CONTAINED IN THE CONTENT.
NEITHER CERVE NOR ANY OF ITS AFFILIATES OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA OR OTHER LOSSES, EVEN IF CERVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE LOWER OF:
THE AMOUNT CUSTOMER HAS PAID FOR THE SERVICE THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE LIABILITY AROSE, OR
ONE HUNDRED DOLLARS ($100)
THE LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
