AI Product Terms

Datacor AI Product Terms and Conditions

These AI Product Terms and Conditions (“AI Terms”) govern Customer’s access to and use of any artificial intelligence, machine learning, or AI-assisted features (collectively, “AI Features”) made available by Datacor, Inc. and its subsidiaries (“Datacor”) through any of our Products and Services. These AI Terms supplement, and are incorporated into, the Datacor Terms and Conditions (available at Datacor.com/terms-and-conditions) or other governing agreement between Customer and Datacor (“Agreement”). In the event of a conflict between these AI Terms and the Agreement, these AI Terms shall control with respect to the AI Features. Capitalized terms used and not defined herein have the meanings set forth in the Datacor Terms and Conditions.

1. Scope and Applicability. These AI Terms apply to Customer and its Authorized Users who access or use AI Features, whether as part of a paid License, a free trial, or a beta product feature. By accessing or using any AI Feature, Customer agrees to be bound by these AI Terms.

2. Description of AI Features. The AI Features incorporate large language models (“LLMs”), machine learning models, and related technologies to generate text, analysis, recommendations, summaries, or other outputs (“AI Outputs”) in response to data, queries, prompts, or other inputs you provide (“User Inputs”). The AI Features are designed to assist Customer with general informational and operational tasks. They are not a substitute for professional judgment, expert advice, or human review. Datacor may update, retrain, replace, or modify the underlying AI models and systems at any time without notice, which may affect the nature, style, or accuracy of AI Outputs. Unless otherwise agreed in an Order Form signed by Datacor, Datacor reserves the right to modify, suspend, or discontinue any AI Feature at any time with or without notice.

3. Data Transmission and Third-Party AI Providers

3.1 Use of Third-Party Providers. To deliver the AI Features, Datacor utilizes third-party large language model and AI infrastructure providers, which may include but are not limited to OpenAI, Anthropic, Google, Microsoft Azure, Amazon Web Services, and their respective successors and affiliates (“AI Providers”). The AI Providers are selected and may change at the discretion of Datacor.

3.2 Data Transmitted. By using the AI Features, Customer acknowledges and agrees that the following categories of data may be transmitted to and processed by AI Providers when submitted by Customer and its Authorized Users: (a) text, prompts, and queries; (b) documents, files, or content; (c) metadata associated with User Inputs, such as timestamps and session identifiers; and (d) such other data as is reasonably necessary to generate AI Outputs.

3.3 User Responsibility for Inputs. Customer is solely responsible for ensuring that any User Inputs are appropriate for transmission to third-party AI Providers. Customer may not submit User Inputs that include: (a) protected health information subject to HIPAA or equivalent legislation; (b) personal financial data or payment card information; (c) government-issued identification numbers; (d) classified, export-controlled, or national security information; (e) trade secrets or highly confidential proprietary information; or (f) personal data of third parties if such third party has not consented to such transmission.

3.4 Third-Party Data Terms. AI Provider processing of transmitted data is governed by the AI Providers’ terms of service, acceptable use policies, and privacy notices. Datacor maintains commercially available data processing agreements with the AI Providers, but Datacor does not control and is not responsible for AI Providers’ data practices beyond such agreements. Customer is encouraged to review the applicable AI Provider terms independently.

3.5 Data Retention by AI Providers. Datacor will use commercially reasonable efforts to configure AI Provider integrations to limit data retention by AI Providers consistent with the AI Providers’ available options. Unless Datacor’s documentation expressly states otherwise, Customer should not assume that data submitted to AI Features is deleted from AI Provider systems after processing.

3.6 No Submission of Sensitive Inputs. Datacor expressly disclaims liability for any harm, loss, or regulatory consequence arising from Customer’s submission of sensitive, confidential, or regulated data through the AI Features in contravention of these AI Terms.

4. Ownership of AI Outputs and Inputs

4.1 User Ownership of Inputs. As between you and Datacor, you retain all rights, title, and interest in and to User Inputs, subject to the license granted in Section 4.4 below.

4.2 AI Output Ownership. Subject to your compliance with these AI Terms and the Agreement, Datacor assigns to you any rights Datacor may have in AI Outputs generated specifically in response to your User Inputs. Notwithstanding the foregoing: (a) Datacor retains all rights in any elements of AI Outputs that constitute or are derived from the AI Features, underlying models, or Datacor's proprietary technology; and (b) to the extent AI Outputs incorporate any content that is not assignable (including open-source content or third-party materials), your rights to such content are governed by the applicable third-party terms.

4.3 No IP Guarantee. Customer acknowledges that: (a) AI Outputs are generated probabilistically and may be similar or identical to outputs generated for other users; (b) AI Outputs may not qualify for intellectual property protection under applicable law, including copyright, as they may not meet originality requirements; and (c) AI Outputs may unintentionally reproduce or resemble third-party content. Datacor makes no warranty that AI Outputs are original, unique, or non-infringing.

4.4 License to Datacor. Customer grants Datacor a limited, non-exclusive, royalty-free license to process User Inputs solely to the extent necessary to provide and improve the AI Features, subject to Datacor’s Privacy Policy. Datacor may use User Inputs to train or fine-tune AI models unless Customer has expressly opted out of such usage.

4.5 Feedback. If Customer provides Datacor with feedback, suggestions, or evaluations regarding the AI Features (“Feedback”), Datacor may use such Feedback without restriction or compensation.

5. No Regulatory, Safety, or Compliance Guidance

5.1 General Informational Purposes Only. AI Outputs are provided for general informational and operational assistance purposes only. Nothing in any AI Output constitutes, or should be construed as: (a) legal advice or legal guidance; (b) regulatory guidance or interpretation of applicable laws, rules, or regulations; (c) safety guidance, hazard assessments, or safety-critical recommendations; (d) compliance advice, audit findings, or compliance certifications; (e) engineering, architectural, or technical specifications for safety-critical systems; (f) medical, clinical, or health and safety advice; (g) financial advice or investment recommendations; or (h) any other form of professional advice requiring licensure or specialist qualification.

5.2 Regulated Industries. Customers operating in regulated industries, including but not limited to healthcare, financial services, energy, pharmaceuticals, aviation, critical infrastructure, and construction, shall ensure that AI Outputs are reviewed by appropriately qualified professionals before being acted upon.

5.3 No Reliance for Critical Decisions. Customer assumes sole and complete responsibility for: (a) independently verifying that AI Outputs comply with all applicable laws, regulations, standards, and requirements relevant to Customer’s business; (b) engaging qualified professionals where AI Outputs require professional expertise; and (c) all decisions, actions, or omissions made in reliance upon AI Outputs.

DATACOR AND ITS AFFILIATES AND SUPPLIERS EXPRESSLY DISCLAIM ALL LIABILITY FOR ANY LOSS, DAMAGE, REGULATORY SANCTION, ENFORCEMENT ACTION, INJURY, OR OTHER CONSEQUENCE ARISING FROM RELIANCE ON AI OUTPUTS FOR REGULATORY, SAFETY, COMPLIANCE, LEGAL, MEDICAL, OR OTHER PROFESSIONAL PURPOSES.

6. Accuracy, Limitations, and User Responsibilities

6.1 Inherent Limitations. AI systems have inherent limitations, including the potential to generate outputs that are: (a) factually inaccurate, incomplete, or outdated; (b) logically inconsistent or internally contradictory; (c) contextually inappropriate; (d) biased, discriminatory, or offensive; or (e) otherwise unsuitable for Customer’s intended purpose (commonly referred to as “hallucinations” or “confabulations”).

6.2 Verification Obligation. Customer is solely responsible for independently verifying all AI Outputs before relying upon them for any purpose, including business decisions, technical implementations, communications, publications, or safety-related applications. The burden of verification is not reduced by the apparent plausibility or confidence of any AI Output.

6.3 Appropriate Use. Customer agrees to use the AI Features only for lawful purposes and in accordance with these AI Terms. Customer may not use the AI Features to: (a) generate content that is unlawful, harmful, defamatory, fraudulent, or deceptive; (b) circumvent safety controls, filters, or usage restrictions; (c) impersonate individuals or entities; (d) generate spam or unsolicited communications at scale; or (e) attempt to reverse engineer, extract, or replicate the underlying AI models.

7. No Warranties; Disclaimer

7.1 THE AI FEATURES AND ALL AI OUTPUTS ARE PROVIDED “AS-IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DATACOR AND ITS AFFILIATES AND SUPPLIERS EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE, AND NON-INFRINGEMENT.

7.2 Datacor does not warrant that the AI Features will be available at any particular time, uninterrupted, error-free, or that AI Outputs will meet your requirements or expectations. Datacor may suspend access to AI Features for maintenance, updates, or other operational reasons without liability. Datacor makes no warranties regarding the performance, availability, security, or data practices of AI Providers or any other third-party services integrated with the AI Features.

8. Limitations of Liability

8.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DATACOR AND ITS AFFILIATES AND SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THE AI FEATURES OR ANY AI OUTPUTS, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DATACOR'S (AND ITS AFFILIATES AND SUPPLIERS’) TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE AI FEATURES SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY CUSTOMERTO DATACOR FOR THE AI FEATURES IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED DOLLARS (USD $100).

8.3 The Parties acknowledge that the limitations in this Section 8 reflect a reasonable allocation of risk and are an essential basis of the bargain between the Parties, without which Datacor would not have made the AI Features available.

9. Indemnification

9.1 Customer shall defend, indemnify, and hold harmless Datacor and its officers, directors, employees, contractors, AI Providers, and licensors from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to Customer and its Authorized Users’: (a) use of the AI Features in violation of these AI Terms or the Agreement; (b) User Inputs, including any claim that such inputs infringe third-party rights or violate applicable law; (c) reliance on AI Outputs for regulatory, safety, compliance, legal, or professional purposes; or (d) violation of any applicable law or regulation in connection with use of the AI Features.

10. Privacy and Data Protection

10.1 Datacor's collection, use, and processing of personal data in connection with the AI Features is governed by Datacor's Privacy Policy, which is incorporated herein by reference. To the extent User Inputs contain personal data subject to applicable data protection laws (including GDPR, CCPA, or equivalent legislation), the Parties agree to Datacor’s standard Data Processing Addendum (“DPA”), which shall govern the processing of such personal data. AI Providers engaged by Datacor to process personal data on Datacor’s behalf shall be treated as sub-processors under any applicable DPA, and Datacor will maintain an up-to-date sub-processor list available to Users upon request. User Inputs processed by AI Providers may be transferred to and processed in jurisdictions outside of your home country. Datacor will implement appropriate transfer controls as required by applicable data protection law.

11. Audit and Monitoring

11.1 Datacor reserves the right to monitor usage of the AI Features at an aggregate and anonymized level to ensure compliance with these AI Terms, improve service quality, and detect misuse, subject to Datacor's Privacy Policy. Datacor may suspend or terminate your access to the AI Features immediately upon detection of material breach of these AI Terms, including submission of prohibited content or misuse of the AI Features.

12. Updates to AI Terms

12.1 Datacor may update these AI Terms from time to time, including due to changes in law or Datacor policy. Where changes are material, Datacor will provide notice by email or in-platform notification. Continued use of the AI Features after the effective date of publication of the updated AI Terms constitutes acceptance of the revised terms.

13. General Provisions

13.1 Severability. If any provision of these AI Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.

13.2 Governing Law. These AI Terms shall be governed by and construed in accordance with the governing law specified in the Agreement, or if not specified, the laws of New Jersey.

14.3 Entire Agreement. These AI Terms, together with the Agreement and any applicable DPA, constitute the entire agreement between the parties with respect to the AI Features and supersede all prior representations, understandings, or agreements relating thereto.

14.4 No Waiver. Datacor's failure to enforce any right or provision of these AI Terms shall not constitute a waiver of such right or provision.

14.5 Contact. Questions regarding these AI Terms may be directed to Datacor Legal at Legal@Datacor.com

Last Updated: March 2, 2026