Last Updated: December 15, 2024

These Master Terms of Service (“Terms”) establish the comprehensive legal framework governing the Brilio AI platform, providing globally defensible contractual provisions, regulatory compliance mechanisms, and stakeholder protection across all jurisdictions where Innovatica operates.

Company information and standard definitions: See Shared Legal Definitions

1.1 Agreement Overview. These Terms constitute a legally binding agreement between Innovatica Technologies FZ-LLC and you, the user of the Brilio platform.

1.2 Platform Description. Brilio is a versatile, fully customizable, multi-functional data and artificial intelligence platform that enables users to build, maintain, host, and monetize AI Agents.

1.3 Agreement Structure and Governing Law. These Terms form part of a modular legal framework described in our Legal Framework Integration document. Regional supplements may apply based on your location.

1.4 Acceptance. By accessing or using the Brilio platform, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are acting on behalf of an entity, you represent that you have authority to bind such entity.

1.5 Regional Applicability. Region-specific terms may supplement these Terms. Regional supplements are available at brilio.ai/legal/regional-supplements.

For document hierarchy, integration standards, and compliance framework: See Legal Framework Integration

Standard definitions apply from Shared Legal Definitions. Additional terms specific to these Terms:

3.8 “Credits”: The internal currency used within the Brilio platform to pay for features and functionality, where 10 credits equal 1 United States dollar.

3.9 “Data”: Information uploaded, processed, stored, or generated on the Brilio platform, including but not limited to documents, websites, databases, user inputs, and AI outputs.

3.10 “Enterprise User”: A User operating under an Enterprise Subscription Agreement with customized terms, enhanced security requirements, dedicated support, and organizational-level account management features, typically requiring a minimum annual commitment as specified in the Enterprise Subscription Agreement.

3.11 “Intellectual Property Rights”: All patents, rights to inventions, utility models, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database rights, topography rights, moral rights, rights in confidential information (including know-how and trade secrets), and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.

3.12 “Subscription”: A paid or free plan that provides access to specific features and functionality of the Brilio platform for a defined period.

3.13 “Third-Party Services”: External services, applications, or platforms that integrate with or are used by the Brilio platform, including but not limited to OpenAI, Claude, LlamaIndex, and Stripe.

3.14 “User Data”: Any data or content provided, uploaded, or created by a User on the Brilio platform.

3.15 “Regional Supplements”: Legal terms specific to certain geographic regions that supplement these Terms where required by local laws and regulations.

3.16 “Foundation Models”: Large language models or other artificial intelligence systems provided by third parties and utilized by the Brilio platform, including but not limited to models from OpenAI, Anthropic, and similar providers.

3.17 “Processing Region”: The geographic location where User Data is stored, processed, or transmitted, which may be subject to the laws and regulations of that jurisdiction.

3.18 “Age Verification”: Users must be at least 18 years of age to create an account. By registering, you represent and warrant that you are of legal age to form a binding contract. Innovatica reserves the right to request age verification documentation and will immediately terminate accounts of users found to be under 18 years of age.

3.19 “Export-Controlled Technology”: Certain platform features, AI models, or technical data may be subject to export control laws and regulations. Users acknowledge responsibility for compliance with all applicable export control laws in their jurisdiction and agree not to export, re-export, or transfer access to the platform to prohibited countries, entities, or individuals.

3.20 “Applicable Law”: All laws, statutes, regulations, directives, codes of practice, binding guidance, and other requirements of any relevant government, governmental or regulatory agency applicable to the provision or receipt of the Services.

3.21 Additional terms used but not defined in these Terms shall have the meanings provided in the Privacy Policy, Data Processing Agreement, or other referenced framework documents.

4.1 Account Registration. To use the Brilio platform, you must create an account by providing your email address, full name, and password. You may register using:

Standard sign-up mechanisms; or

Single Sign-On (SSO) from established providers such as Google or LinkedIn.

4.2 Account Security. You are responsible for:

Maintaining the confidentiality of your account credentials;

Ensuring that your password meets our minimum security requirements;

Promptly notifying us of any unauthorized access to your account or other security breaches; and

Ensuring that you log out from your account at the end of each session when using a shared device.

We implement various security measures, including:

Encrypting all communication using TLS (Transport Layer Security);

Temporarily locking accounts after a set number of failed login attempts;

Providing secure password recovery processes through email verification; and

Maintaining detailed logs of login attempts and account activity for security and auditing purposes.

4.3 Account Information. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. We reserve the right to suspend or terminate your account if any information provided during registration or thereafter proves to be inaccurate, not current, or incomplete.

17.4 Account Types. The Brilio platform offers various account types, including individual and enterprise accounts. Each account type may have different features, capabilities, and pricing structures as described on our website or in a separate agreement.

17.5 Account Termination by User. You may terminate your account at any time by following the account deletion process in your account settings. Upon termination:

Your account information will be kept for 90 days after deletion (soft delete);

After 90 days, all account information, agents, and data will be physically deleted (hard delete);

You will have the option during the account deletion process to request that all data stored on the platform be purged; and

All subscriptions will be canceled according to the procedures outlined in Section 6.8.

17.6 Account Suspension or Termination by Innovatica. We reserve the right to suspend or terminate your account at our sole discretion, without prior notice, if:

You violate these Terms or any other policies referenced herein;

We detect any misuse of Brilio resources, infrastructure, or software;

Your actions affect other users, platform stability, performance, or security;

You use resources in an unintended way; or

Any other misuse is determined by the Brilio platform ownership team.

If your account is suspended or terminated, you may lose access to your Content, and we may delete or deactivate your account and all related information and files in your account.

17.1 Platform Overview. Brilio is a cloud-hosted platform using Microsoft Azure services. The platform enables users to build, maintain, host, and monetize AI Agents specialized in specific topics or use cases. Brilio may incorporate newly available components such as LLMs, data parsing, processing, and transforming tools to evolve and remain competitive.

17.2 AI Agents. Users can create, customize, and deploy AI Agents on the platform with the following characteristics:

Agent Creation: Any user can build Agents, feed them necessary knowledge and information, and use them privately or offer them to other users.

Agent Visibility: Agents may be private (visible only to the creator) or public (visible to all users, specific company domains, or specific individuals).

Agent Functionality: Agents can accept data from various sources, answer questions, create actions and events based on inputs, and execute specific operations.

Agent Content: Agent Creators are fully responsible for their Agent’s name, description, knowledge base, and all content generated by their Agent. This includes ensuring compliance with all applicable laws, regulations, and platform policies regarding intellectual property rights, data protection, and prohibited content. Platform users are expected to independently verify and apply due diligence before relying on or implementing any Agent outputs. Innovatica reserves the right to remove or restrict access to any Agent that violates these Terms or generates inappropriate content, even if such content is not directly created by the Agent Creator.

17.3 Apps. Users can create Apps, which are collections of one or more AI Agents working separately or together to address common problems. Apps typically require separate domains and websites.

17.4 Data Processing and Storage Locations. The platform processes data through various methods:

Data can be sourced from public, private, and company sources, including documents, websites, or databases;

During processing, original data may be stored on the platform along with processed and transformed data;

Data may be transformed into different formats, such as data chunks and vectorized data;

Some functionalities may not require original data to be stored on the platform;

Original and processed data may be accessed by third-party providers that offer LLM, data processing, chunking, and embedding services;

User Data is processed and stored in Microsoft Azure data centers located in North Europe (Ireland), with backup and redundancy systems located within the European Economic Area;

Users may request specific processing regions where available, subject to additional terms and fees as outlined in the Data Sovereignty Addendum; and

Users acknowledge that certain data processing activities may occur outside their selected processing region when necessary to provide the requested services, particularly when utilizing Foundation Models provided by third parties.

17.5 API Access and Integration. The platform provides API access subject to the following conditions:

All APIs are subject to usage limits and rate restrictions to ensure fair access;

API requests are subject to rate limits to protect against abuse;

Users must comply with all usage policies, data handling regulations, and security protocols;

Users must implement appropriate security measures when integrating with Brilio APIs, including securing API keys, implementing proper authentication for downstream applications, and monitoring for unusual activity patterns;

Rate limits apply to all API endpoints and may vary based on subscription tier, with specific limits documented in the API Terms of Use;

Users must not attempt to circumvent API rate limits or other access restrictions through distributed requests, multiple accounts, or similar techniques; and

API usage and integration is subject to additional terms, restrictions, and security requirements as detailed in our separate ‘API Terms of Use’ and ‘API-Specific Rate Limits and Security Requirements’ documents.

Detailed API terms are available in our separate “API Terms of Use” document.

17.6 Third-Party Integrations and Foundation Models. The platform integrates with various third-party services to enhance functionality, including:

Payment gateways (e.g., Stripe);

Analytics platforms;

Cloud services (e.g., Azure); and

Foundation Model providers (e.g., OpenAI, Anthropic).

User data is shared with these services only to the extent necessary to fulfill the purpose of the integration and data processing. Detailed information about third-party services is available in our “Third-Party Integration Terms.”

When utilizing Foundation Models, users acknowledge that:

Data submitted to Foundation Models may be processed according to the terms and privacy policies of the respective providers;

Innovatica implements technical and contractual safeguards to prevent Foundation Model providers from retaining user data after processing, including automated opt-out requests and regular compliance verification, though users acknowledge that ultimate data handling is subject to Foundation Model providers’ certified compliance with our data processing requirements;

Certain Foundation Models may have limitations regarding the processing of specific categories of data or content, and users are responsible for reviewing these limitations before submitting data to the platform; and

User Data submitted to Foundation Models is subject to the confidentiality and security measures described in Section 9 of these Terms and the Security Policy.

17.7 Agent Quality Assurance and Content Moderation:

All public Agents created and published on the platform must adhere to the Agent Content Guidelines to ensure they meet ethical standards and are appropriate for all users;

Agents may be subject to both automated and manual review processes, including periodic scanning for harmful or offensive content;

Agent Creators must designate appropriate age restrictions for their Agents, with Innovatica reserving the right to modify such designations if deemed insufficient;

Users may report problematic Agents through the platform’s reporting system, and reports will be reviewed within 72 hours;

Agents with consistently poor ratings or a significant number of complaints may be flagged for review, with potential consequences including warning, suspension, or removal from the platform; and

Innovatica reserves the right to remove or restrict access to any Agent that violates these Terms, generates inappropriate content, or otherwise poses a risk to platform integrity or user experience, even absent specific user complaints.

Innovatica maintains expedited takedown procedures for reported content violations, with initial response within 24 hours and resolution within 72 hours for standard violations, or immediate action for content posing imminent harm;

Users submitting false takedown requests may face account suspension and potential legal liability for misrepresentation.

17.1 Subscription Tiers. The Brilio platform offers the following subscription tiers:

Free: Default subscription with limited features and functionality;

Standard: Basic paid subscription with enhanced features;

Plus: Intermediate paid subscription with additional features;

Premium: Advanced paid subscription with comprehensive features; and

Enterprise: Custom-built subscriptions for organizational needs.

Agent monetization is subject to platform revenue sharing as detailed in the Revenue Sharing Terms, with standard rates of 70% to Agent Creators and 30% to platform operations, subject to modification based on Agent performance and platform costs.

Specific features included in each subscription tier are detailed on our Subscription purchase page and product website.

17.2 Subscription Periods. Subscriptions are available on:

Monthly basis: Renews every month on the same calendar day; or

Annual basis: Renews every year on the same calendar day.

17.3 Credits System. The platform uses a credit system for accessing certain features, using following credit types:

Welcome Credits: Given upon initial account setup with no time restrictions;

Subscription Credits: Assigned after purchasing a subscription, valid only for the current billing month;

Bonus Credits: Given as apologies, promotions, etc., with no time restrictions; and

Top-up Credits: Additional purchased credits with no time restrictions.

Credit Usage Order:

Subscription Credits (current billing month only);

Bonus Credits;

Top-up Credits; and

Welcome Credits.

Credit Value: 10 credits equal 1 United States dollar.

17.4 Payment Processing. All payments are processed through authorized third-party payment providers (currently Stripe). By making a purchase, you authorize us to charge your selected payment method for all applicable fees.

17.5 Currency and Taxes. All prices are in United States dollars unless otherwise specified. Prices may not include applicable taxes, which will be added to your total due at checkout.

17.6 Automatic Renewals. Subscriptions automatically renew at the end of each billing period unless cancelled. By purchasing a subscription, you authorize us to automatically charge your payment method for the subscription fee at the beginning of each renewal period.

17.7 Price Changes. We reserve the right to change our prices at any time. If we change the pricing for your subscription, we will provide notice of the change on our website or by email at least 30 days before the change takes effect. Your continued use of the service after the price change becomes effective constitutes your agreement to pay the changed amount.

17.8 Cancellation. You may cancel your subscription at any time through your account settings. Cancellations take effect at the end of the current billing cycle. Once cancelled, you will retain access to your subscription benefits until the end of the current billing period, after which your account will revert to the Free tier.

17.9 Refunds. All purchases are final and non-refundable unless otherwise specified or required by applicable law. Refund policy specifics are managed by our third-party payment provider and are subject to their terms and conditions.

17.10 Account Upgrades and Downgrades. You may upgrade or downgrade your subscription at any time. Upgrades take effect immediately, and you will be charged a prorated amount for the remainder of the current billing cycle. Downgrades take effect at the end of the current billing cycle.

17.1 Acceptable Use. You agree to use the Brilio platform in compliance with these Terms and all applicable laws and regulations. You shall not use the platform to:

Violate any laws, regulations, or third-party rights;

Distribute malware, viruses, or any other malicious code;

Interfere with or disrupt the integrity of the platform or its servers;

Circumvent or bypass platform limitations or security measures;

Engage in unauthorized access to other users’ accounts or data;

Conduct fraudulent activities or misrepresent yourself;

Generate or disseminate misinformation;

Promote violence, discrimination, or harassment; or

Engage in any activity that may harm the platform, its users, or Innovatica.

Detailed guidelines are provided in our separate “Acceptable Use Policy.”

17.2 Content Responsibilities. As a User or Agent Creator, you are responsible for:

Ensuring you have all necessary rights and permissions for any content you upload, create, or share;

Setting appropriate age restrictions for any Agents you create;

Ensuring the accuracy and appropriateness of your content;

Complying with all applicable laws and regulations regarding content; and

Obtaining all necessary licenses for datasets used in training Agents.

17.3 Reporting Misuse. You may report platform misuse, inappropriate Agent names, or other concerns through our reporting system. We will review reports within 72 hours and take appropriate action based on our findings.

17.4 Rating and Reviewing Agents. Users have the right to rate and review Agents based on their experience. These ratings help improve Agent quality by providing feedback to creators. Agents with consistently poor ratings may be flagged for review or removed from the platform.

17.5 Data Export. You have the right to export your data from the Brilio platform in commonly used formats. Any data that can technically be downloaded will be offered to you for download in an unchanged format.

17.6 Communication Preferences. You can manage your email and notification preferences through your account settings, controlling which types of communications you receive from the platform.

17.7 User Conduct. You agree to:

Provide accurate information during registration and throughout your use of the platform;

Maintain the security of your account credentials;

Promptly notify us of any unauthorized use of your account;

Respect the privacy and rights of other users;

Not impersonate any person or entity or misrepresent your affiliation with a person or entity;

Not use the platform for any illegal, harmful, or unethical purposes; and

Not attempt to reverse engineer, decompile, or otherwise attempt to derive the source code of the platform.

17.8 Sanctions Compliance: Users represent that they are not located in, ordinarily resident in, or organized under the laws of any jurisdiction subject to comprehensive economic sanctions, and are not included on any government sanctions lists. Users agree not to use the platform in violation of any applicable trade sanctions or export control laws.

17.1 Ownership of Platform. Innovatica retains all right, title, and interest in and to the Brilio platform, including all related intellectual property rights. These Terms do not grant you any rights to use Innovatica’s or Brilio’s trademarks, logos, domain names, or other distinctive brand features.

17.2 Ownership of User Content. You retain all rights to your original content uploaded to the platform. However, by uploading or creating content on the Brilio platform, you grant Innovatica a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, translate, and distribute such content for the purposes of:

Operating and improving the platform;

Displaying or distributing the content through the platform as directed by you; and

Using de-identified content to improve responses of other platform Agents.

17.3 Ownership and Rights in AI-Generated Content. The ownership and license rights for AI-generated content are allocated as follows:

Content generated by the platform in response to user inputs (“Output”) is governed by the AI Output Ownership and Assignment Agreement;

By default, and unless otherwise specified in a separate written agreement, users are granted a worldwide, non-exclusive, perpetual, irrevocable license to use, modify, and distribute Output for any lawful purpose;

Innovatica retains the right to use anonymized and de-identified Output to improve platform functionality and train platform AI systems;

For Enterprise Users with custom agreements, different ownership and license terms may apply as specified in the Enterprise Subscription Agreement;

Output generated through the use of Foundation Models may be subject to additional terms imposed by the providers of such models, and users are responsible for reviewing and complying with those terms; and

Users remain fully responsible for their use of Output, including any liability arising from decisions made based on such Output.

17.4 Agent Content Responsibility. Agent Creators are responsible for:

All datasets used for training their Agents;

Ensuring they have appropriate licensing agreements for all data used;

Adhering to privacy laws (e.g., GDPR, CCPA) if personal data is part of the training process; and

Covering any costs or claims arising from their use of third-party data or materials without necessary licenses.

For more comprehensive information, please refer to our separate “Intellectual Property License Agreement” and “AI Output Ownership and Assignment Agreement.”

17.5 Feedback. If you provide feedback, ideas, or suggestions regarding the Brilio platform (“Feedback”), you grant Innovatica a worldwide, perpetual, irrevocable, royalty-free license to use, incorporate, and commercialize such Feedback without restriction.

17.1 Privacy Policy. Our collection, use, and disclosure of personal information are governed by our Privacy Policy, which is incorporated by reference into these Terms. By using the Brilio platform, you consent to the collection, use, and disclosure of your information as described in the Privacy Policy.

17.2 Data Security Measures and Compliance. We implement various security measures to protect your data, including:

Encryption of all data both in transit (using TLS 1.2 or higher) and at rest (using AES-256 or equivalent industry-standard encryption);

Strict access control policies through role-based access control (RBAC) and least privilege principles;

Regular security audits and vulnerability assessments;

Regular data backups in secure, geographically distributed locations; and

Adherence to relevant data protection regulations, including but not limited to:

General Data Protection Regulation (GDPR) for EU users;

California Consumer Privacy Act (CCPA) for California residents;

UAE Federal Decree-Law No. 45 of 2021 regarding personal data protection;

Any other applicable regional data protection laws as specified in the relevant Regional Supplements.

Our compliance with these regulations is detailed in our Security Policy and Privacy Policy. Enterprise Users may request documentation of our compliance measures, subject to reasonable confidentiality agreements.

17.3 Data Retention and Deletion. Data is retained according to the following principles:

Data is kept as long as the creator has an active account and the Agent is actively used;

Upon account deletion, users have the option to request that all data stored on the platform be purged;

After the 90-day soft delete period, all account information, agents, and data are physically deleted; and

Users can delete or modify any wrongly processed data at any time.

For more information, please refer to our separate “Data Retention and Deletion Policy.

17.4 AI Training and Improvement. User interactions are automatically utilized to train and enhance our AI models, subject to the following conditions:

Data is processed in compliance with applicable data protection regulations;

Users are responsible for not providing sensitive data to the platform; and

De-identified content may be used to improve responses of other platform Agents.

For more details, please refer to our separate “AI Training and Improvement Policy.”

17.5 Data Processing Agreement. For Enterprise Users who act as data controllers under applicable data protection laws, a separate Data Processing Agreement is available to ensure compliance with relevant data protection regulations.

17.6 Cross-Border Data Transfers. For users located in regions with specific cross-border data transfer restrictions:

We implement appropriate safeguards for the transfer of personal data across borders, which may include standard contractual clauses, adequacy decisions, or other legally recognized transfer mechanisms;

Users explicitly acknowledge and consent that data submitted to Foundation Models may be processed outside their jurisdiction in accordance with the terms and privacy policies of the respective providers, which may include processing in countries with different data protection standards than the User’s jurisdiction; Innovatica will make reasonable efforts to provide information about the processing locations of major Foundation Model providers in the Data Sovereignty Addendum;

Where required by applicable law, we will inform users of the specific international data transfer mechanisms used for their data;

Enterprise Users may request additional data transfer agreements for compliance with specific regional requirements; and

Details regarding cross-border data transfers, including the countries where data may be processed, are provided in the Data Sovereignty Addendum.

17.7 Data Sovereignty and Processing Regions:

Innovatica primarily processes and stores User Data in Microsoft Azure data centers located in North Europe (Ireland), with backup and redundancy systems potentially located in other regions within the European Economic Area;

Enterprise Users may request specific processing regions where available, subject to additional terms and fees as outlined in the Data Sovereignty Addendum;

Users acknowledge that certain data processing activities, particularly those involving Foundation Models, may occur outside their selected processing region when necessary to provide requested services;

Innovatica implements appropriate safeguards for cross-border data transfers in accordance with applicable data protection laws, which may include standard contractual clauses, adequacy decisions, or other legally recognized transfer mechanisms;

Where required by applicable law, Innovatica will inform Users of the specific international data transfer mechanisms used for their data; and

Enterprise Users requiring specific geographic restrictions on data processing should contact Innovatica to discuss available options and associated costs before using the platform for processing sensitive or regulated data.

17.8 Security Incident Response: In the event of a data security incident that may compromise personal data, Innovatica will notify affected users within 72 hours of becoming aware of the incident, unless law enforcement requests delayed notification. Notifications will include the nature of the incident, data potentially affected, steps taken to address the incident, and recommended user actions.

17.1 Uptime Guarantee. Our platform depends on Azure infrastructure, with SLAs offering combined 99.9% uptime for all platform critical components. These guarantees are based on the cloud provider’s performance and availability.

17.2 Compensation for Outages. In case of downtime, service credits will be given to users according to the following schedule:

Less than 99.9% but equal to or greater than 99.0% uptime: 5% credits;

Less than 99.0% but equal to or greater than 95.0% uptime: 10% credits;

Less than 95.0% but equal to or greater than 90.0% uptime: 20% credits;

Less than 90.0% uptime: 30% credits.

Service credits will be calculated as the specified percentage of the pro-rated monthly subscription fee for the actual service hours affected during the downtime period, credited automatically to the user’s account within 5 business days of downtime verification and applied to the next billing cycle or as account credit if no renewal occurs.

17.3 Maintenance. Scheduled maintenance is conducted during off-peak hours with 72 hours advance notice. Some services may be briefly unavailable during maintenance windows, and users will be informed of emergency maintenance promptly.

17.4 Issue Resolution. We commit to resolving issues within the following timeframes:

Critical issues: Within 4 hours;

High-priority issues: Within 1 business day; and

Medium/low-priority issues: Within 3-5 business days.

17.5 Extended Outages. For outages exceeding 12 hours, users are eligible for a 5% service credit on their monthly subscription fee, applied to the next billing cycle after verification.

For complete details about our service level commitments, please refer to our separate “Service Level Agreement.”

17.1 General Liability. To the maximum extent permitted by applicable law, our total aggregate liability for any claims arising from or related to the use of the platform shall not exceed the amount paid by you for the service in the 6 months preceding the event giving rise to the claim. This limitation applies regardless of the legal theory on which the claim is based, whether in contract, tort (including negligence), breach of statutory duty, or otherwise.

17.2 Exclusion of Indirect Damages. In no event shall Innovatica be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from:

Your access to or use of or inability to access or use the platform;

Any conduct or content of any third party on the platform;

Any content obtained from the platform; and

Unauthorized access, use, or alteration of your transmissions or content.

17.3 Data Loss or Corruption. We are not liable for any loss, corruption, or damage to user data, including but not limited to issues arising from system failures, user error, or unauthorized access. Users are encouraged to maintain their own data backups.

17.4 Service Interruptions. In the event of service interruptions, our liability is limited to providing service credits as outlined in Section 10.2. We are not liable for any indirect, incidental, or consequential damages resulting from downtime.

17.5 Third-Party Services and Foundation Models

We are not liable for any issues arising from third-party services integrated with the platform, such as cloud infrastructure, APIs, or external software. The liability for such issues lies with the third-party provider, and users are encouraged to refer to their respective SLAs.

With respect to Foundation Models:

Innovatica does not guarantee the accuracy, appropriateness, or non-infringing nature of content generated by Foundation Models;

Users acknowledge that Foundation Models may produce incorrect, incomplete, or potentially harmful outputs, and agree to review and verify all outputs before use;

Innovatica’s role is limited to providing access to these models and expressly disclaims any responsibility for the training data, algorithmic decisions, or outputs of Foundation Models, including but not limited to any inaccuracies, errors, biases, or potentially harmful content in such outputs; Innovatica’s sole obligation is to provide reasonable technical support for accessing these models through the Brilio platform; and

Any claims related to the performance or output of Foundation Models should be directed to the respective Foundation Model provider, subject to the Third-Party Integration Terms.

Users agree to indemnify and hold Innovatica harmless for any claims arising from their use of Foundation Model outputs or content generated through third-party services.

17.6 Disclaimer of Warranties. The Brilio platform is provided “as is” and “as available” without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. We do not warrant that the platform will be uninterrupted, secure, or error-free, that defects will be corrected, or that the platform or servers that make it available are free of viruses or other harmful components.

17.1 Governing Law and Jurisdiction. These Terms shall be governed by and construed in accordance with the laws of the United Arab Emirates, without regard to its conflict of law provisions. For users located outside the UAE, mandatory local consumer protection laws may apply to the extent required by applicable law, as specified in the relevant Regional Supplements.

For Enterprise Users, the governing law may be modified by mutual agreement in writing as part of the Enterprise Subscription Agreement.

17.2 Arbitration. In the event of any disputes arising from the use of our platform, both parties agree to resolve the matter through binding arbitration, rather than through court proceedings. Arbitration will be conducted under the rules of the International Chamber of Commerce (ICC) and will take place in a mutually agreed location. The decision made by the arbitrator(s) will be final and legally binding. Both parties agree to bear their own legal costs and share equally in the costs of the arbitration process.

17.3 Time Limitation on Claims. Any claims arising from the use of our platform must be initiated within 12 months from the date the cause of action arose. After this period, any claims or disputes related to the platform will be barred and cannot be pursued. This limitation period applies to all claims, including those related to contract breaches, damages, or other legal matters.

17.4 Class Action Waiver. Both parties agree that any disputes or claims arising from the use of our platform will be resolved individually and not as part of any class, collective, or representative action. Users waive the right to participate in any class action, collective action, or similar proceeding. All claims must be brought on an individual basis in arbitration, as specified in the dispute resolution section. This waiver applies to the fullest extent permitted by law.

17.5 Injunctive Relief. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.

17.1 Modification of Terms. We reserve the right to modify these Terms at any time. If we make material changes to these Terms, we will provide notice through the Brilio platform, by email, or by other means to provide you the opportunity to review the changes before they become effective. Your continued use of the Brilio platform after the effective date of any changes constitutes your acceptance of the modified Terms.

17.2 Platform Modifications. For any significant changes to the platform, including major updates, feature removals, or system upgrades, we will provide users with a minimum 30 days’ notice. This notice will be communicated via email, in-app notifications, or other appropriate channels. In cases of emergency or unforeseen circumstances, we may provide a shorter notice period but will make every effort to minimize disruption and ensure users are adequately informed. Material changes include but are not limited to: changes affecting pricing or payment terms, modifications to core platform functionality, alterations to data processing or storage locations, updates to liability or dispute resolution terms, or changes to intellectual property rights allocation.

17.3 Service Discontinuation. If our platform service is discontinued, we will provide users with a 60-day notice to ensure a smooth transition. During this period, users will have the option to export their data in a commonly used format (e.g., CSV, JSON) to facilitate migration to another service. We will make tools available to assist with the export process, ensuring that data can be transferred securely. After the notice period, access to the platform and data will be permanently discontinued, and no further export options will be available.

17.4 Transition Assistance. In the event of service discontinuation, we will provide transition assistance to help users migrate their data and operations to alternative solutions, including:

Data Export Tools: Available during the 60-day notice period;

Technical Support: Available via email or other communication channels;

Documentation: Clear instructions for data export and migration; and

Extended Support: Optional additional services for an extra fee.

17.5 Regional Regulatory Compliance. In the event of changes to applicable laws and regulations in regions where the Brilio platform operates:

We will update these Terms and relevant policies to maintain compliance with such changes;

For significant regulatory changes affecting user rights or platform functionality, we will provide notice through appropriate channels at least 30 days before implementing required changes, unless a shorter implementation period is mandated by law;

Users are responsible for reviewing these updates and ensuring their continued compliance with applicable laws in their jurisdiction; and

If continued use of the platform would violate applicable laws in certain jurisdictions following regulatory changes, we may modify or suspend service availability in those jurisdictions.

Neither party will be held liable for any failure or delay in performing its obligations under the agreement due to circumstances beyond its reasonable control, including but not limited to natural disasters, acts of government, war, terrorism, labor strikes, internet outages, or any other events deemed as force majeure. In such cases, the affected party must promptly notify the other party and make reasonable efforts to resume performance. If the force majeure event continues for more than 30 days, either party may terminate the agreement without liability.

17.1 Nature of Foundation Models. Foundation Models (e.g., large language models from providers like OpenAI, Anthropic) are:

Developed, owned, and operated by third-party providers, not by Innovatica;

Trained on large datasets not controlled by Innovatica;

Capable of generating creative, unique responses but may also produce incorrect or harmful content; and

Subject to continuous updates and changes by their providers.

17.2 Data Processing Disclosures. When using Foundation Models through the Brilio platform:

User inputs may be processed by the Foundation Model provider according to their terms of service and privacy policies;

Foundation Model providers may use inputs for service improvement, including model training, unless users have explicitly opted out through mechanisms provided by Innovatica or the Foundation Model provider directly; Innovatica will make reasonable efforts to ensure opt-out mechanisms are available and properly implemented;

Innovatica implements additional safeguards to protect user data before and after processing by Foundation Models; and

Complete details of data flows and processing are available in our AI Training and Improvement Policy.

17.3 Output Limitations and Verification. Users acknowledge and agree that:

Foundation Model outputs are not guaranteed to be accurate, complete, or appropriate for all use cases;

Users are responsible for verifying the accuracy and appropriateness of all outputs before use;

Users must not rely on Foundation Model outputs for critical decisions affecting health, safety, legal, financial, or similar high-risk domains without thorough human review and verification by qualified professionals; Innovatica bears no responsibility for consequences arising from unverified use of such outputs; and

Innovatica disclaims all warranties regarding the accuracy, quality, or fitness for purpose of Foundation Model outputs.

17.4 Prohibited Uses. Users shall not use Foundation Models through the Brilio platform to:

Generate content that violates the Acceptable Use Policy;

Attempt to extract proprietary information about the Foundation Models themselves;

Create outputs that infringe upon intellectual property rights of third parties; or

Develop systems that could cause harm or violate ethical AI principles.

Violations of these prohibitions may result in immediate suspension or termination of access to the Brilio platform.

15.5 AI Ethics and Bias Mitigation. While Innovatica implements measures to minimize bias in AI outputs, users acknowledge that Foundation Models may exhibit inherent biases present in training data. Users are responsible for evaluating AI outputs for potential bias or discriminatory content before implementation in decision-making processes. Innovatica provides bias reporting mechanisms and regularly updates AI ethics guidelines available in the AI Ethics and Responsible Use Policy.

16.1 Entire Agreement. These Terms, together with the policies and agreements referenced herein, constitute the entire agreement between you and Innovatica regarding the Brilio platform and supersede all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning its subject matter.

16.2 Severability. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck from these Terms and the remaining provisions shall remain in full force and effect.

16.3 No Waiver. Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Innovatica.

16.4 Assignment. You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void. We may freely assign or transfer these Terms without restriction.

16.5 Relationship of the Parties. Nothing in these Terms is to be construed as creating a partnership, joint venture, employment, or agency relationship between you and Innovatica.

16.6 Notices. Any notices or other communications provided by Innovatica under these Terms will be given by posting to the platform, by email to the email address specified in your account, or by other means which may be developed in the future. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

16.7 Contact Information. If you have any questions about these Terms, please contact us at:

Email: info@innovatica.ai Address: VUNE0632, Compass Building – Al Hulaila, Al Hulaila Industrial Zone-FZ, Ras Al Khaimah, United Arab Emirates Phone: +971 509 083 742

16.8 Language. These Terms are written in English. Any translation into another language is provided solely for your convenience, and the English version shall control in the event of any conflict.

These Terms work in conjunction with the following documents, which are incorporated by reference:

Core Policies:

• Privacy Policy
• Service Level Agreement
• Security Policy
• Data Processing Agreement

User Guidelines and Policies:

• Data Retention and Deletion Policy
• Cookie Policy
• AI Training and Improvement Policy
• Acceptable Use Policy
• Agent Content Guidelines
• DMCA Copyright Policy
• AI Ethics and Responsible Use Policy

Commercial and Legal Agreements:

• Intellectual Property License Agreement
• AI Output Ownership and Assignment Agreement
• Risk Disclosure Statement

Enterprise and Specialized Terms:

• Enterprise Subscription Agreement (for Enterprise Users)
• Data Sovereignty Addendum (multi-region deployment)
• Regional Supplements (when applicable)

Future Documents (to be added upon expansion):

• Compliance Certification Program (enterprise certifications)
• API Terms of Use
• Third-Party Integration Terms
• Revenue Sharing Terms
• Marketplace Terms

By using the Brilio platform, you acknowledge that you have read and understood these Terms and agree to be bound by them.

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For questions regarding these Terms, please contact our Legal Department at legal@innovatica.ai.