AI Addendum

Artificial Intelligence Addendum

Last Updated: October 8, 2024

This Artificial Intelligence Addendum (the “AI Addendum”) forms a part of and is incorporated into the ClearCompany General Terms and Conditions.  This AI Addendum governs Subscriber’s access to and use of any AI Features (defined below).  Any capitalized terms used but not defined in this AI Addendum have the meanings set forth in the previously agreed-upon Order Form(s) in effect between Subscriber and ClearCompany, any exhibits or attachments thereto, any SOW(s), and the General Terms and Conditions (collectively, the “Agreement”).  The Agreement shall continue in full force and effect.

THIS AI ADDENDUM, TOGETHER WITH THE AGREEMENT, SETS FORTH THE TERMS ACCORDING TO WHICH SUBSCRIBER MAY USE AI Features.  BY USING THE AI Features, SUBSCRIBER ACKNOWLEDGES THAT IT HAS READ, UNDERSTOOD, AND AGREED TO BE BOUND BY THIS AI ADDENDUM AND THE AGREEMENT.  SUBSCRIBER REPRESENTS AND WARRANTS THAT IT HAS THE FULL LEGAL AUTHORITY TO ENTER INTO THIS AI ADDENDUM AND THAT THE INDIVIDUAL ACCEPTING THIS AI ADDENDUM IS ACTING ON BEHALF OF A SUBSCRIBER AND HAS THE LEGAL AUTHORITY TO BIND SUBSCRIBER TO THIS AI ADDENDUM.

  1. Definitions:

“AI Provider” means OpenAI, Recall.ai, and the other third parties as described in our AI Provider list found here (or upon request by email to privacy@clearcompany.com).

“AI Features” means any service, feature, or functionality made available by ClearCompany or through the Service (including any Beta Service) that utilizes artificial intelligence (including machine learning) technology, including those that may be labeled or otherwise described as AI Features (for example, by incorporating the term “AI” or other marks or images of similar import into a product of feature name).  AI Features are covered by the ClearCompany General Terms and Conditions and are part of the Services.

“Input” means questions or information which may include Subscriber Data as submitted by the Subscriber to ClearCompany for processing.

“Output” means responses generated by AI Features and presented back to the Subscriber from AI Features based on Input provided to AI Features by Subscriber and which may contain Subscriber Data or other questions asked to AI Features as Input.

  1. Subscriber Data, Inputs, and Output. When Subscriber uses AI Features, Output shall be Subscriber Data.  Subscriber is solely responsible for the development, content, operation, maintenance, use, and dissemination of its Inputs and Subscriber Data.  Subscriber will ensure that neither Subscriber Data nor Subscriber’s use of AI Features or any Output will: (i) violate any applicable Law; (ii) violate this AI Addendum, the General Terms and Conditions, or any content and use policies ClearCompany may implement from time to time; or (iii) infringe, violate, or misappropriate any of ClearCompany’s rights or the rights of any third party.  Subscriber further represents and warrants that Subscriber has all rights, licenses, and permissions needed to provide the Input to AI Features.  Subscriber acknowledges that, due to the nature of generative AI and the technology powering ClearCompany’s AI features, Output may not be unique and AI Features may generate the same or similar output to ClearCompany or a third party.
  1. Participation and Termination. Subscriber understands and acknowledges that Subscriber’s use of AI Features is voluntary and optional, and that other Services provided by ClearCompany may be used without enabling AI Features.  At ClearCompany’s sole discretion, ClearCompany may at any time (i) change, suspend, or discontinue any AI Features, (ii) impose limits on certain features and services or restrict Subscriber’s access to all or part of AI Features without notice or liability to ClearCompany, and (iii) modify or replace any of these AI Addendum terms (including as necessary to comply with applicable Law).  The current version of this AI Addendum will be indicated by the “Last Updated” date above.  Subscriber’s continued use of AI Features following the posting of any changes to this AI Addendum constitutes acceptance of those changes.
  1. Risks and Limitations. Artificial intelligence and machine learning technologies have known and unknown risks and limitations.  Subscriber acknowledges that Subscriber is solely responsible for (i) developing Subscriber’s own internal policies regarding the appropriate use of these technologies and training other users on Subscriber’s account on such policies, (ii) providing transparency and obtaining all necessary consents required by applicable Laws, and (iii) implementing sufficient human oversight for the use of AI Features to avoid discriminatory or unlawful behavior or impermissible automated decision-making.  By using AI Features, Subscriber acknowledges and agrees that ClearCompany is not responsible for (a) any inaccuracies or errors in the Output, (b) any biases, lack of fairness, or limitations of the underlying algorithms or data, or (c) any Output that Subscriber may find harmful or offensive.  If Subscriber encounters any Output that is inaccurate, harmful, biased, unfair, offensive, or inappropriate, Subscriber shall report it to support@clearcompany.com so ClearCompany can continue to iterate and improve these features.  Subscriber acknowledges that AI Features are optional features of the Services and that Subscriber is free to stop using AI Features at any time.
  1. AI Features Use Restrictions. Subscriber will not provide Input or attempt to generate Output through AI Features that consists of any sensitive or regulated information, including: (i) Protected Health Information as defined by HIPAA or similar statutes, or health, genetic, biometric record data in general; (ii) government-issued identification numbers of any kind; or (iii) personal financial or bank account information.  Subscriber may not use AI Features: (a) to develop foundation models or other large-scale models that compete with ClearCompany or AI Features; (b) to mislead any person that Output was solely human generated; (c) to generate spam, fraudulent or inappropriate content for dissemination; or (d) in a manner that violates any technical documentation, usage guidelines, or parameters.  Additionally, Subscriber’s use of AI Features is subject to fair usage restrictions that ClearCompany may determine in its sole discretion.  Subscriber acknowledges and agrees that if Subscriber exceeds what ClearCompany, in its sole discretion, determines to be fair usage, ClearCompany may disable or degrade performance of AI Features.
  1. Intellectual Property. As between the parties, ClearCompany owns all right, title, and interest in and to AI Features and any resulting Aggregated Anonymous Data, including all intellectual property and proprietary rights.  Except for the rights provided to Subscriber in this AI Addendum, no other rights or permissions to AI Features is granted.
  1. WARRANTY DISCLAIMER; INDEMNIFICATION. AI FEATURES ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND CLEARCOMPANY DOES NOT MAKE ANY REPRESENTATION OR WARRANTY AS TO OUTPUT OR THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF AI FEATURES OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH AI FEATURES. CLEARCOMPANY DISCLAIMS ALL WARRANTIES INCLUDING WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. SUBSCRIBER UNDERSTANDS AND AGREES THAT CLEARCOMPANY DOES NOT ATTEMPT TO VERIFY THE ACCURACY OR COMPLIANCE WITH LAWS OF ANY OUTPUT, MATERIAL, OR OTHER DATA OBTAINED THROUGH THE USE OF ANY AI FEATURES FEATURE, AND SUBSCRIBER ASSUMES THE SOLE RISK FOR USE OF SUCH OUTPUT, MATERIAL, OR DATA. CUSTOMER SHALL HAVE FULL CONTROL OF ANY OUTPUT BEING APPLIED OR USED AND SHALL EVALUATE THE ACCURACY OF ANY OUTPUT PRIOR TO ACCEPTANCE OF THE OUTPUT. SUBSCRIBER SHOULD NOT RELY ON ANY FACTUAL ASSERTION IN OUTPUT WITHOUT INDEPENDENTLY FACT CHECKING ITS ACCURACY. OUTPUT THAT APPEARS ACCURATE BECAUSE OF ITS DETAIL OR SPECIFICITY MAY STILL CONTAIN MATERIAL INACCURACIES. AI FEATURES MAY NOT BE CAPABLE OF DYNAMICALLY RETRIEVING INFORMATION, AND OUTPUT MAY NOT ACCOUNT FOR EVENTS OR CHANGES TO UNDERLYING FACTS OCCURRING AFTER AI FEATURES WAS TRAINED. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY SUBSCRIBER FROM CLEARCOMPANY OR THROUGH AI FEATURES SHALL CREATE ANY REPRESENTATION OR WARRANTY. NEITHER CLEARCOMPANY NOR ITS AFFILIATES OR THEIR RESPECTIVE REPRESENTATIVES WILL BE LIABLE UNDER ANY LEGAL OR EQUITABLE THEORY FOR ANY CLAIM (INCLUDING THIRD-PARTY CLAIMS), DAMAGE, OR LOSS (AND SUBSCRIBER WILL INDEMNIFY, DEFEND AND HOLD CLEARCOMPANY HARMLESS AGAINST ANY AND ALL SUCH CLAIMS, INCLUDING ANY INDEMNIFICATION OBLIGATION OWED BY CLEARCOMPANY TO ITS AI PROVIDERS) ARISING FROM OR RELATING TO SUBSCRIBER’S USE OF AI FEATURES. FOR THE AVOIDANCE OF DOUBT, THE FOREGOING TERMS AND CONDITIONS CONTAINED IN THIS SECTION 7 ARE IN ADDITION TO, AND NOT IN LIEU OF, THE TERMS OF THE AGREEMENT.
  1. Improving AI Features. ClearCompany may use Subscriber Data and Feedback provided by Subscriber regarding Subscriber’s use of AI Features to further develop and improve AI Features or as otherwise permitted under the General Terms and Conditions.
  1. Privacy. ClearCompany’s Privacy Policy is incorporated by reference and forms part of this AI Addendum.
  1. AI Providers; Policies. ClearCompany uses technology provided by its AI Providers to provide certain features and functionality of AI Features. Subscriber’s use of AI Features provided by AI Providers may be subject to the AI Provider’s terms of use and other policies. Subscriber may not use AI Features in a manner that violates any AI Provider terms or policies.
  1. Additional Processing Instructions. To the extent Subscriber Data provided as Input to AI Features contains Personal Data (as that term is used in the ClearCompany Data Processing Agreement, if one is in place between the parties), Subscriber instructs ClearCompany to process the Personal Data for the additional purpose of providing AI Features functionality and Output.
  1. Entire Agreement; Modification; Conflicts. This AI Addendum, together with any Order Form(s) in effect between Subscriber and ClearCompany, any exhibits or attachments thereto, any SOW(s), and the General Terms and Conditions, constitutes the entire agreement between the parties, and supersedes all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning its subject matter.  Except for ClearCompany exercising its right to modify or replace this AI Addendum as described above, and Subscriber’s acceptance of such modified or replaced AI Addendum through Subscriber’s continued use of AI Features following the posting of such modified or replaced AI Addendum, no modification, amendment, or waiver of any provision of this AI Addendum shall be effective.  To the extent of any conflict or inconsistency between the provisions of this AI Addendum and other documents or terms comprising the Agreement, the terms of this AI Addendum shall prevail.
  1. Contact Information. If Subscriber has any questions about this AI Addendum or AI Features, Subscriber may contact ClearCompany by phone at 617-938-3801, via email at support@clearcompany.com, or by mail to ClearCompany, LLC, Attention: Legal, P.O.  Box 929, Lewiston, ME 04243.
  1. Sections 1, 2, 4, 5, 6, 7, 8, 9, 10, 11, 12, and 13 of this AI Addendum will survive termination of the Agreement.