Terms of Service

2.1 Account Creation

To use our Service, you must create an account by providing accurate and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

2.2 Authorized Users

You may invite team members as "Authorized Users" within the limits of your chosen plan. You remain responsible for all actions taken by your Authorized Users and must ensure they comply with these Terms. You must not allow anyone other than authorized employees or designated independent contractors to access the Service via your account interface.

2.3 Account Security

You acknowledge and agree that:

• Login credentials for each Authorized User may only be used by that individual
• Multiple people may not share the same login credentials
• You must keep all account login details and passwords secure at all times
• You must promptly notify us in writing of any unauthorized access or use of your account
• You remain solely responsible and liable for all activity that occurs under your account

2.4 Acceptable Use

You agree not to use the Service to:

• Upload content that is illegal, harmful, or violates third-party rights
• Attempt to reverse engineer, decompile, disassemble, hack, or compromise our systems
• Use the Service for any purpose other than legitimate business questionnaire completion
• Resell or redistribute access to the Service without authorization
• Upload malware, viruses, or any harmful code
• Interfere with or disrupt the operation of the Service
• Develop any competing product or service containing concepts from the Service
• Use the Service for benchmark testing without our prior written approval

2.5 Account Suspension

We may suspend or terminate your or any Authorized User's access to the Service upon notice if we reasonably determine that you or any Authorized User has violated these Terms.

3.1 Your Data Ownership

You retain full ownership of all questionnaire documents, knowledge base materials, and other content you upload to our Service ("Your Content" or "Customer Data"). We do not claim any ownership rights over Your Content.

3.2 License to Process

By uploading Your Content, you grant us a limited, non-exclusive, non-transferable, non-sublicensable license to process, analyze, monitor, store, and generate responses based on that content solely for the purpose of providing our Service to you. This license ends when you delete your content or terminate your account.

3.3 Data Security and Location

All Your Content is stored and processed exclusively within the United Kingdom using AWS RDS and AWS S3 infrastructure. We implement enterprise-grade security measures to protect your data and maintain strict access controls on a need-to-know basis.

3.4 AI Training and Usage

We do not use Your Content to train AI models for other customers or for general purposes. Any AI processing of Your Content is strictly limited to providing our Service to your organization. We may collect, disclose, publish, and use Analytics Information (aggregated, anonymous, non-identifiable usage data) to improve the Service and for research and development purposes.

3.5 Data Processing

We process Customer Data on your behalf in accordance with applicable data protection laws. For details on how we process personal data, please refer to our Data Processing Agreement (Appendix A) and Privacy Policy.

3.6 Your Responsibilities

You represent and warrant that you have the necessary rights to upload and process Your Content through our Service, and that Your Content does not violate any laws or third-party rights.

4.1 Nature of AI-Generated Responses

Our Service uses artificial intelligence (powered by OpenAI and Anthropic Claude) to generate suggested questionnaire responses based on your knowledge base and the content of questionnaires. You acknowledge and understand that:

• AI can make errors: Artificial intelligence systems may produce inaccurate, incomplete, or misleading responses
• AI can "hallucinate": The AI may generate responses that appear plausible but contain fabricated information, false statements, or invented details that do not exist in your knowledge base
• Responses are suggestions only: All AI-generated content constitutes suggested responses, not factual statements, professional advice, or legal guidance
• No accuracy guarantee: We make no representations or warranties regarding the accuracy, completeness, reliability, or suitability of any AI-generated responses
• Context limitations: The AI may misinterpret questions, fail to understand context, or apply inappropriate information

You must thoroughly review, verify, and validate all AI-generated content before use or submission.

4.2 Your Sole Responsibility and Liability

By using our Service, you acknowledge and agree that:

• You are solely responsible for reviewing, approving, and submitting all questionnaire responses
• You assume full responsibility and liability for the accuracy and appropriateness of any content you choose to use, whether generated by AI or not
• You must ensure all final responses accurately reflect your organization's actual security posture, policies, practices, and capabilities
• You are responsible for ensuring compliance with all applicable laws, regulations, contractual obligations, and industry standards
• Any decision to use, modify, or submit AI-generated content is entirely your own
• You must verify that responses are truthful, complete, and not misleading

4.3 No Liability for AI-Generated Content

We expressly disclaim all liability for any consequences arising from your use of AI-generated responses, including but not limited to inaccurate responses, failed audits, contract breaches, regulatory violations, security incidents, reputational damage, financial losses, or any other damages of any kind. You use AI-generated suggestions entirely at your own risk.

4.4 No Professional or Legal Advice

The Service does not provide legal, compliance, security, or professional advice. AI-generated responses should not be considered as professional recommendations or opinions. You should consult with qualified professionals regarding compliance, legal, and security matters.

5.1 Subscription Plans

We offer multiple subscription plans with different features and limits. Current pricing is available on our pricing page at https://askdidier.ai/pricing. All prices are in British Pounds (£) and exclude VAT unless stated otherwise.

5.2 Billing Terms

• Subscriptions are billed monthly in advance
• Payment is due within 14 days of invoice date
• We may suspend access for overdue payments after providing written notice
• All fees are non-refundable except as expressly stated in these Terms
• You remain responsible for all charges incurred up to the termination date

5.3 Free Trial

We offer a 14-day free trial for new customers. No payment information is required during the trial period. Your account converts to a paid subscription only when you enter payment details and select a plan. You may cancel at any time during the trial without charge.

5.4 Price Changes

We may adjust our pricing with 45 days' written notice. Price increases will take effect at your next billing cycle after the notice period. You may cancel your subscription before the increase takes effect.

5.5 Taxes

You are responsible for all applicable taxes, duties, and government charges (except taxes based on our net income). If we are required to collect or pay taxes, those taxes will be invoiced to you unless you provide us with a valid tax exemption certificate.

6.1 Service Availability

We strive to maintain high service availability but cannot guarantee 100% uptime. While we target 99.5% monthly uptime, this is a target and not a guaranteed service level. Planned maintenance will be scheduled outside normal business hours when possible, with advance notice for any scheduled downtime.

The Service is provided on an "as is" and "as available" basis. We do not warrant that the Service will be uninterrupted, error-free, or free of viruses or other harmful components.

6.2 Customer Support

We provide customer support during the following hours:

• Europe/UK: 9:00 AM to 5:00 PM GMT, Monday to Friday
• USA: 8:00 AM to 4:00 PM EST, Monday to Friday

Support includes troubleshooting, guidance on using features, and technical assistance. Support requests can be submitted via email to [email protected] or through our in-app support system.

6.3 Response Times

We aim to respond to support requests according to the following targets (during business hours):

• Critical issues (service unavailable): Initial response within 4 hours
• High priority issues (significant functionality impaired): Initial response within 1 business day
• Normal issues (general questions and minor issues): Initial response within 2 business days

These are target response times, not guaranteed service levels.

6.4 Service Updates

We regularly update our Service to add features, improve performance, and fix issues. Updates are applied automatically and may occasionally require brief service interruptions. We will provide reasonable advance notice for updates that may significantly impact service availability.

7.1 Our Intellectual Property

The Service and all Intellectual Property Rights in the Service (including our trademarks, logos, copyrights, and proprietary notices) are and shall remain our exclusive property. This includes all derivative works, improvements, modifications, enhancements, updates, upgrades, and custom features, even if developed at your request or paid for by you.

"Intellectual Property Rights" means all patents, copyrights, trademarks, trade secrets, know-how, source code, algorithms, databases, and all other intellectual property and proprietary rights throughout the world, whether registered or not.

7.2 License Grant

Subject to your ongoing compliance with this Agreement and during the subscription term, we grant you a non-exclusive, non-transferable, non-sublicensable, limited license to access and use the Service solely for your own internal business use.

7.3 Your Intellectual Property

You retain all rights to Your Content and any intellectual property you owned before using our Service. You grant us only the limited rights necessary to provide the Service as described in these Terms.

7.4 Feedback

Any suggestions, ideas, enhancement requests, feedback, recommendations, or other information about the Service that you provide to us ("Feedback") will be solely owned by us. You hereby irrevocably assign and transfer any intellectual property rights in such Feedback to us, free of charge, and waive any moral rights you may have in such Feedback.

7.5 Trademark Usage

You agree that we may identify you as a user of the Service and use your trademark and/or logo in sales presentations, promotional materials, and press releases, and on our website for promotional purposes. You may withdraw this permission at any time by written notice.

8.1 Confidential Information

"Confidential Information" means any proprietary information disclosed by either party, including:

• Computer software, source code, algorithms, and technical information
• Business and commercial information (financial, marketing, customer data)
• All information designated as confidential or that a reasonable person would expect to be confidential

Confidential Information does not include information that:

• Is in or enters the public domain without breach of this Section
• Is lawfully obtained from a third party without breach of a nondisclosure obligation
• Is already in the possession of the receiving party as shown by dated written records
• Is required by law to be disclosed (with prompt notice to the disclosing party)

8.2 Obligations

Each party agrees that it will not disclose to any third party or use any Confidential Information disclosed by the other party, except to carry out its rights and obligations under this Agreement. Each party will take all reasonable measures to maintain the confidentiality of the other party's Confidential Information, which measures will in no event be less than those used to protect its own confidential information.

8.3 Remedies

The receiving party acknowledges that disclosure of Confidential Information could cause substantial harm that could not be remedied by payment of damages alone. Accordingly, the disclosing party will be entitled to preliminary and permanent injunctive relief and other equitable relief for any breach of this Section or misuse of Confidential Information.

9.1 Term

This Agreement enters into effect when you create an account or first access the Service, and continues on a month-to-month basis until terminated in accordance with this Agreement.

9.2 Termination by You

You may cancel your subscription at any time by providing 30 days' written notice via email to [email protected]. Cancellation takes effect at the end of your current billing period following the 30-day notice period. You remain responsible for all charges incurred up to the termination date.

9.3 Termination by Us

We may terminate your account immediately upon written notice if:

• You materially breach these Terms and fail to remedy the breach within 14 days of written notice (or 10 days for non-payment)
• You use the Service for illegal purposes or in violation of our Acceptable Use Policy
• You become insolvent, make a general assignment for the benefit of creditors, or cease business operations
• A trustee or receiver is appointed for all or any part of your assets

9.4 Consequences of Termination

Upon any termination of this Agreement:

• All rights granted to you under this Agreement immediately terminate
• You will not be entitled to any refund of fees previously paid
• You remain obligated to pay all fees incurred up to the termination date
• We will delete all Your Content within 30 days (you should export data before termination)
• Each party will immediately return or destroy all Confidential Information of the other party
• We may suspend or delete your account(s)

9.5 Survival

The following sections survive termination: Sections 3.1 (Your Data Ownership), 4 (AI Disclaimers), 5.2 (Payment Obligations), 7 (Intellectual Property), 8 (Confidentiality), 9.4 (Consequences of Termination), 10 (Warranties and Disclaimers), 11 (Limitation of Liability), and 12 (General Terms).

10.1 Mutual Representations

Each party represents and warrants that it has the full power, legal capacity, and authority to enter into and perform its obligations under this Agreement, and that execution and performance will not violate any contract, agreement, order, judgment, or law to which such party is bound.

10.2 Your Warranties

You represent and warrant that you will use the Service only for lawful purposes and in compliance with all applicable laws and regulations, and that Your Content does not violate any third-party rights or laws.

10.3 Service Disclaimers

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• Warranties of merchantability, fitness for a particular purpose, and non-infringement
• Warranties that the Service will meet your requirements or expectations
• Warranties that the Service will be uninterrupted, error-free, accurate, or free of harmful components
• Warranties regarding the accuracy or reliability of AI-generated content

10.4 Third-Party Services

The Service relies on third-party services including AWS, OpenAI, and Anthropic. We are not responsible for any failures, interruptions, or issues caused by these third-party services.

11.1 Exclusion of Consequential Damages

11.2 Cap on Liability

EXCEPT FOR CLAIMS ARISING FROM INTELLECTUAL PROPERTY INFRINGEMENT OR BREACH OF CONFIDENTIALITY, OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER WILL AT ALL TIMES BE LIMITED TO THE AMOUNTS ACTUALLY PAID BY YOU TO US FOR THE SERVICE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

11.3 Cumulative Limit

This limitation of liability is cumulative, with all payments for claims or damages being aggregated to determine satisfaction of the limit. The existence of one or more claims shall not enlarge the limit.

11.4 Exceptions

Nothing in these Terms excludes or limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) breach of confidentiality obligations; or (d) any other liability that cannot be excluded or limited by law.

11.5 Time Limit for Claims

Any claim or cause of action you may have arising out of or related to these Terms or the Service must be filed within two (2) years after such claim or cause of action arose, or you will be forever barred from bringing such claims.

11.6 Insurance

We maintain professional indemnity insurance appropriate for our business. Nothing in this Section requires us to disclose the details or limits of our insurance coverage.

12.1 Data Processing Agreement

To the extent that we process personal data on your behalf, the Data Processing Agreement at Appendix A forms part of these Terms and governs such processing. Both parties agree to comply with all applicable data protection laws including the UK GDPR and Data Protection Act 2018.

12.2 Privacy Policy

Our Privacy Policy, available at https://askdidier.ai/privacy, describes how we collect and use personal data about you and your Authorized Users. By using the Service, you consent to our collection and use of data as described in the Privacy Policy.

12.3 Subprocessors

We use the following subprocessors to help provide the Service:

• Amazon Web Services (AWS): Infrastructure hosting, database, and storage (United Kingdom)
• OpenAI: AI language model processing (API usage only)
• Anthropic: AI language model processing (API usage only)
• Clerk: Authentication services

We will notify you of any changes to our subprocessors. A current list is maintained at https://askdidier.ai/subprocessors.

12.4 Data Security

We implement technical and organizational measures designed to protect Customer Data, including encryption in transit and at rest, access controls, and regular security assessments. We work to ISO 27001 information security standards.

12.5 Security Incidents

We will notify you without undue delay (and within 72 hours where feasible) of any security incident affecting your Customer Data, and will provide reasonable assistance in investigating and remediating such incidents.

13.1 Governing Law and Jurisdiction

These Terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction over any disputes arising from these Terms or your use of the Service, except that we may seek injunctive relief in any jurisdiction to protect our intellectual property rights.

13.2 Entire Agreement

These Terms, together with our Privacy Policy and any applicable Data Processing Agreement, constitute the entire agreement between you and us regarding the Service and supersede all prior agreements and understandings, whether written or oral.

13.3 Changes to Terms

We may update these Terms from time to time. We will provide 30 days' notice of material changes via email or through the Service. Continued use after changes take effect constitutes acceptance of the new Terms. If you do not agree to the changes, you must stop using the Service and may terminate your account.

13.4 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect, and the invalid provision will be modified to the minimum extent necessary to make it valid and enforceable.

13.5 Waiver

No waiver by either party of any breach or default shall be deemed a waiver of any prior or subsequent breach or default. Any waiver must be in writing and signed by the party against whom the waiver is sought to be enforced.

13.6 Assignment

You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations to an affiliate or in connection with a merger, acquisition, or sale of all or substantially all of our assets, with notice to you.

13.7 Force Majeure

Neither party is liable for delays or failures in performance caused by circumstances beyond their reasonable control, including natural disasters, acts of government, war, terrorism, strikes, network outages, or failures of third-party services, provided that the affected party promptly notifies the other party and uses reasonable efforts to resume performance.

13.8 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.

13.9 Notices

All notices under these Terms must be in writing and sent to:

Notices are deemed given: (a) when delivered by hand; (b) when sent by email with confirmed receipt; or (c) 3 business days after being sent by registered mail.

13.10 Third-Party Rights

These Terms do not confer any rights or remedies upon any person or entity other than the parties to this Agreement and their permitted successors and assigns.

13.11 Counterparts

These Terms may be executed in counterparts, each of which shall be deemed an original and enforceable against the parties actually executing such counterpart.