Terms of Service

01 Acceptance, scope and the documents that apply

How you accept these Terms

You accept these Terms when you do any of the following: use the Website as a visitor; create an account; start a free trial; click to accept when subscribing online; or sign an order form or other agreement that references them. If you accept on behalf of an organisation, you confirm that you have authority to bind that organisation, and "you" then means that organisation.

Eligibility

To use the Service you must be a business or a professional acting in a commercial capacity, be at least 18 years old, and have the legal capacity to enter into a binding agreement.

The documents that apply

These Terms are the core agreement between us. They incorporate, by reference, the following, which together with these Terms and any order form make up the whole agreement:

• our Privacy Policy and Cookie Policy;
• our Data Processing Agreement (DPA), where we process personal data on your behalf;
• our Acceptable Use Policy (AUP); and
• our Service Level Agreement (SLA), where one applies to your subscription.

02 Definitions

• "Website" means the website at outcome1.ai.
• "Service" means the Outcome1.AI services, including the Website and the hiring, configuration, payment for and use of DFTEs.
• "DFTE" (Digital Full-Time Employee) means an autonomous AI agent provided by us that performs a defined role, under human oversight.
• "Customer" means the business that subscribes to or uses a DFTE. "Visitor" means any person who accesses the Website.
• "Authorised User" means an individual the Customer permits to use the Service on its behalf.
• "Order" means an online subscription selection or a signed order form that sets out the DFTEs, tier and fees.
• "Customer Data" means data, files and content the Customer or its Authorised Users provide to, or that a DFTE processes for, the Customer.
• "Contextual Memory" means the information a DFTE learns and retains within the Customer's instance over time.

03 Using the Website

We grant you a limited, non-exclusive, revocable permission to access and use the Website for its intended purpose. When using the Website you must not: use it unlawfully or in breach of these Terms; infringe our or anyone else's intellectual property or other rights; introduce malicious code or attempt to gain unauthorised access; or scrape, harvest or place disproportionate load on it except as expressly permitted.

All content on the Website, including text, graphics, logos and software, is owned by us or our licensors and is protected by law. Information on the Website is provided for general purposes and in good faith, but it does not constitute advice and we do not warrant that it is complete or error-free. The Website may link to third-party sites that we do not control and are not responsible for.

04 The Service and how you subscribe

A DFTE is an AI agent that performs a defined role for your business under human oversight. We offer DFTEs across tiers, as described on the Website or in your Order. There are three ways to start using the Service, and these Terms apply to all of them.

You must provide accurate, current and complete information when you register, and keep it up to date.

05 Your account, configuration and users

Account security

You are responsible for keeping your account credentials confidential and for all activity that takes place under your account. You must notify us promptly if you suspect any unauthorised use.

Authorised Users

You may allow Authorised Users to use the Service on your behalf. You are responsible for their compliance with these Terms and for everything they do using the Service.

Configuration and human oversight

You configure each DFTE for the role you want it to perform. You are responsible for that configuration, for the instructions you give the DFTE, and for the Customer Data you provide. Because a DFTE is an AI system operating with a human on the loop, you must maintain appropriate human oversight of its activity and outputs, as described in Section 12.

06 Acceptable use

Your use of the Service is subject to our Acceptable Use Policy. In particular, you must not, and must not allow anyone to:

• use the Service unlawfully, or to process unlawful, infringing or harmful content;
• use the Service for any practice prohibited under the EU Artificial Intelligence Act, or, without appropriate safeguards and human oversight, for uses that significantly affect individuals;
• resell, sublicense or make the Service available to third parties except as permitted;
• copy, modify, reverse engineer or attempt to derive the source code or underlying models of the Service, except to the extent the law does not allow this to be restricted;
• interfere with, overload or attempt to gain unauthorised access to the Service or its infrastructure.

You are responsible for the outputs you choose to rely on or act upon. We may suspend or limit the Service if you breach this Section, as set out in Section 8.

07 Fees, billing, taxes and renewal

The fees for the Service are those displayed on the Website at sign-up or set out in your Order. Unless stated otherwise:

• subscriptions are billed in advance for each billing cycle, by the payment methods we make available, and you authorise us to charge those fees on a recurring basis;
• all fees are exclusive of VAT and other applicable taxes, which you are responsible for paying;
• your subscription renews automatically for further periods of the same length unless you cancel before the renewal date;
• we may change our fees, with at least 30 days' notice, to take effect from your next renewal;
• if you do not pay on time, we may suspend or terminate the Service and charge interest as permitted by law.

Except where the law requires otherwise, fees are non-refundable. Because the Service is provided to businesses, the right of withdrawal that applies to consumer distance contracts does not apply.

08 Term, suspension and termination

Your subscription runs for the period set out at sign-up or in your Order, and renews as described in Section 7. You may terminate for convenience with effect from the end of your current period, unless your Order says otherwise.

Either party may terminate the agreement if the other commits a material breach that is not cured within 30 days of written notice, or immediately if the other becomes insolvent. We may suspend the Service immediately where there is non-payment, a security risk, or a breach of the Acceptable Use Policy.

On termination or expiry, your right to use the Service ends and any accrued fees become due. The handling, return and deletion of Customer Data on termination are governed by the Data Processing Agreement, which provides for no retention of Customer Data after the contract ends and a time-limited option to export it. The provisions that by their nature should survive termination, including those on intellectual property, confidentiality, liability and governing law, continue to apply.

09 Switching, data export and exit

You can leave, switch to another provider, or bring the work in house without losing your data. This Section sets out the commitments that apply, consistent with the switching provisions for data processing services in the EU Data Act (Regulation (EU) 2023/2854), which apply to services such as the Service.

Export at any time

You may obtain an export of your Customer Data, including the Contextual Memory of your instance, your configurations and the outputs a DFTE has generated for you, at any time during your subscription and on exit. We provide the export in a structured, commonly used and machine-readable format (such as JSON or CSV) together with any stored generated files. You can request an export at any time, and we will provide it promptly.

Switching and exit

• Initiating a switch. You may initiate switching, or a final exit, at any time by written notice to us. We will not require a notice period longer than the remainder of your current billing period, and in no case more than two months.
• Completing the switch. We will work to complete the switch within 30 calendar days of the switching process starting. If that is technically unfeasible for your instance, we will tell you within 14 working days of your notice and complete the switch within the shortest feasible period instead, keeping service continuity in the meantime, as the EU Data Act allows.
• Retrieval window. When your subscription ends, for any reason, we keep your Customer Data available for export for at least 30 calendar days, during which you can request it, before it is deleted, as also provided in the Data Processing Agreement.
• Erasure. After the retrieval window, or earlier at your request, we delete your Customer Data and Contextual Memory completely, in line with the zero post-contract retention commitment in the DPA.
• No switching charges. We do not charge switching fees, data egress fees or export fees, whether during your subscription or on exit.

What is exportable

Exportable data covers the Customer Data you provided, the Contextual Memory learned within your instance, your configurations, and the outputs a DFTE has generated for you. It does not extend to our platform software, the underlying models, or other assets of ours or our licensors that are protected as intellectual property or trade secrets. Where our infrastructure runs, and how international access to data is handled, are described in our Security overview and in Annex 3 of the DPA.

This Section operates alongside Section 8 and the DPA. It does not shorten any subscription term you have committed to, and fees already accrued remain payable.

10 Data protection and your data

When a DFTE processes personal data contained in Customer Data, you are the data controller and we act as your data processor. That processing is governed by our Data Processing Agreement, which forms part of these Terms. For the personal data we process as a controller, such as account, billing and Website data, see our Privacy Policy.

You are responsible for ensuring that you have a lawful basis and the necessary rights to provide Customer Data to the Service and to give the instructions you give. As between you and us, Customer Data and the Contextual Memory learned within your DFTE instance belong to you. We use Customer Data only to provide and support the Service and as set out in the DPA, and we do not use it to train foundation models or share it across customers.

11 Intellectual property and licence

We and our licensors own the Website, the Service, the underlying platform, software and integrations, and all intellectual property in them. The Service is provided to you as a service, not sold or licensed to you as software.

For the duration of your subscription, we grant you a limited, non-exclusive, non-transferable and revocable licence to access and use your DFTE for your own internal business purposes, solely as permitted by these Terms. This licence is accessory to the Service and ends when your subscription ends.

You retain ownership of your Customer Data, your configurations and the outputs a DFTE generates for you, together with the Contextual Memory of your instance. You grant us only the licence we need to use Customer Data to provide the Service, as described in Section 10 and the DPA. If you give us feedback or suggestions, you allow us to use them without restriction or obligation. You must not use our trademarks, including "Outcome1", "Outcome1.AI" and "DFTE", without our prior written consent.

12 AI, transparency and human oversight

DFTEs are AI systems. Their outputs can be inaccurate, incomplete or unsuitable for a particular purpose, and must be reviewed by a person before you rely on or act upon them. You remain responsible for the decisions you take using the Service.

We design and operate the Service to align with the EU Artificial Intelligence Act. Where a DFTE interacts directly with an individual, we provide, and enable you to provide, appropriate transparency that the interaction is with an AI system. You must not use the Service for AI practices prohibited by that Act, and you are responsible for your own compliance in the way you deploy and use a DFTE, including maintaining the human oversight described in these Terms.

13 Service levels and support

We provide the Service using commercially reasonable skill and care. Availability, support and any service credits are described in our Service Level Agreement, where one applies to your subscription, or in your Order. We may carry out maintenance and may update or improve the Service from time to time. We do not warrant that the Service will be uninterrupted or entirely error-free. Support is available through the channels we publish.

14 Warranties, disclaimers and liability

We warrant that the Service will perform materially in accordance with its documentation. Except for that warranty, and to the fullest extent permitted by law, the Service and all AI outputs are provided "as is", and we disclaim all implied warranties, including of merchantability, fitness for a particular purpose, and non-infringement.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited by law, including liability for death or personal injury caused by negligence, for fraud, or for wilful misconduct or gross negligence. Subject to that:

• neither party is liable for any indirect, incidental, special or consequential loss, or for loss of profits, revenue, data or goodwill; and
• each party's total aggregate liability arising out of or in connection with the agreement is limited to the total fees paid by the Customer in the 12 months before the event giving rise to the claim.

15 Confidentiality

Each party may receive non-public information from the other that is marked or would reasonably be understood as confidential. Each party will protect the other's confidential information with reasonable care, use it only to perform the agreement, and disclose it only to those who need it and are bound by similar obligations. This does not apply to information that is public through no fault of the receiving party, was already known to it, or is independently developed. These obligations continue after the agreement ends.

16 Changes, governing law and general terms

Changes

We may change the Service and these Terms from time to time. When we do, we will post the updated Terms with a new "last updated" date, and we will take reasonable steps to notify you of material changes. If you continue to use the Service after changes take effect, you accept the updated Terms. If you do not agree, you must stop using the Service.

Governing law and disputes

These Terms are governed by the laws of Romania, without regard to conflict-of-laws principles. Any dispute arising out of or in connection with these Terms, including any question about their existence, validity or termination, will be referred to and finally resolved by arbitration under the Rules of the Court of International Commercial Arbitration attached to the Chamber of Commerce and Industry of Romania (CCIR). The seat of the arbitration is Bucharest, the language of the proceedings is English, and the tribunal consists of a sole arbitrator. This is subject to any dispute-resolution clause in a signed Order or agreement between us, which prevails as set out in Section 1. Nothing in this clause prevents either party from applying to a competent court for urgent interim or injunctive relief.

Other terms

• Assignment. You may not assign the agreement without our consent. We may assign it as part of a reorganisation, merger or sale.
• Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
• Entire agreement. These Terms, the documents they incorporate and any Order are the entire agreement between us on their subject matter.
• Severability and waiver. If any provision is unenforceable, the rest continues to apply. A failure to enforce a provision is not a waiver of it.
• Notices. We may send notices to your account email; you may send notices to the contact in Section 17.
• No partnership. Nothing in these Terms creates a partnership, agency or employment relationship between us.
• Compliance. Each party will comply with applicable export-control and sanctions laws.
• Language. The English version of these Terms governs; any translation is provided for convenience only.

17 How to contact us

If you have questions about these Terms, please get in touch: