1. Definitions
- "Knowledgeable", "we", "us", the legal entity providing the service.
- "Customer", the organisation that subscribes to the service.
- "Authorised User", an individual permitted by the Customer to use the service.
- "Customer Data", content uploaded to or generated within the service by or for the Customer.
- "Order Form", a written subscription order between us and the Customer.
2. Account & eligibility
You must be at least 18 and authorised to bind the Customer. You are responsible for activity under your account and for keeping credentials confidential.
3. Subscription
Subject to payment of applicable fees, we grant the Customer a non-exclusive, non-transferable right for Authorised Users to access and use the service during the subscription term. If an Order Form conflicts with these terms, the Order Form prevails for that engagement.
4. Acceptable use
- Do not reverse engineer, decompile or attempt to derive source code.
- Do not use the service to violate law, infringe rights, or send unlawful content.
- Do not interfere with the integrity, security or performance of the service.
- Do not upload personal data of data subjects without a lawful basis.
- Do not use outputs as a substitute for professional medical, legal or regulatory advice.
5. Customer Data & intellectual property
Customer retains all rights, title and interest in Customer Data. Customer grants us a limited licence to process Customer Data solely to provide and support the service. We do not use Customer Data to train shared or third-party foundation models.
We retain all rights in the service, including software, models, templates, ontologies and documentation. No rights are granted by implication.
6. Confidentiality
Each party will protect the other's confidential information using the same degree of care it uses for its own, and not less than a reasonable standard, and will use it solely to perform under these terms.
7. Fees & taxes
Fees are set out in the Order Form, payable in the currency stated, and exclusive of taxes. Late payments may accrue interest at the lesser of 4% above the Bank of England base rate or the maximum allowed by law.
8. Warranties & disclaimers
We warrant that the service will perform materially in accordance with its documentation. EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED "AS IS" AND WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. AI-generated outputs may contain errors and must be reviewed by qualified humans before relying on them for regulatory, clinical or commercial decisions.
9. Limitation of liability
To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential or punitive damages, or loss of profits, revenue, data or goodwill. Each party's total aggregate liability arising out of or related to these terms will not exceed the fees paid by the Customer to us in the twelve (12) months preceding the event giving rise to liability. Nothing limits liability that cannot be limited by law.
10. Indemnities
Each party will defend the other against third-party claims as set out in the Order Form or Master Subscription Agreement, subject to prompt notice, sole control of defence, and reasonable cooperation.
11. Term & termination
Subscriptions run for the term in the Order Form. Either party may terminate for material breach not cured within 30 days of written notice, or immediately for insolvency. On termination, access ceases and Customer Data is returned or deleted in line with our Privacy Policy.
12. Governing law
These terms are governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales, save that either party may seek injunctive relief in any competent court.
13. Contact
Knowledgeable, legal@knowledgeable.ai