Effective Date: May 14, 2026
Last Updated: May 14, 2026

1. Agreement to These Terms

These Website and Platform Terms of Service (“Terms”) govern access to and use of:

The ASIP website and other ASIP-controlled websites;
The Advanced Safety Intelligence Platform;
ASIP portals, dashboards, application programming interfaces, integrations, and support services;
ASIP Go and ASIP Guardian mobile applications, including versions under development;
Demonstrations, private-alpha, beta, pilot, evaluation, and early-access environments; and
Other services that expressly link to these Terms.

Together, these are the “Services.”

The Services are provided by ASIP Technologies, Inc. (“ASIP,” “we,” “us,” or “our”).

By accessing or using the Services, clicking to accept these Terms, creating an account, or using an account provided by an organization, you agree to be bound by these Terms. If you do not agree, do not access or use the Services.

If you use the Services on behalf of a company, employer, government body, or other organization, you represent that you have authority to bind that organization to these Terms. In that case, “you” and “your” include the organization.

2. Enterprise Agreements and Order of Precedence

ASIP is primarily an enterprise software provider. A customer’s subscription, pilot, implementation, data processing, support, service level, and commercial terms may be governed by a separate master services agreement, subscription agreement, order form, statement of work, data processing agreement, business associate agreement, security addendum, or other written agreement (collectively, a “Customer Agreement”).

If a Customer Agreement applies:

The Customer Agreement controls the customer’s use of the covered Services;
These Terms apply only to matters not addressed by the Customer Agreement and to general website use; and
The Customer Agreement controls to the extent of any conflict.

A customer administrator may accept these Terms on behalf of authorized users. Authorized users remain responsible for complying with applicable provisions.

Marketing materials, demonstrations, proposals, roadmaps, and website descriptions do not modify a signed Customer Agreement unless the Customer Agreement expressly states otherwise.

3. Eligibility

The Services are designed for organizations and authorized workforce users.

You must be at least 18 years old and legally able to enter into a binding agreement to use the Services, unless your organization and ASIP have expressly authorized another arrangement in writing.

The Services are not directed to children. You may not create an account for a minor or submit information about a minor unless you are authorized by an applicable Customer Agreement and have satisfied all legal requirements.

4. Accounts and Organizational Administration

Certain Services require an account.

You agree to:

Provide accurate and current account information;
Use only the account assigned to you;
Keep credentials and authentication factors confidential;
Use reasonable security practices;
Promptly notify your administrator and ASIP of suspected unauthorized access;
Not permit another person to use your account;
Not evade role, permission, tenant, location, or feature restrictions; and
Keep contact and employment-status information current where you are responsible for it.

You are responsible for activity conducted through your account to the extent permitted by law.

Customer administrators may:

Create, suspend, modify, or remove accounts;
Assign roles, permissions, locations, business units, and workflows;
Access, export, correct, retain, or delete Customer Content;
Review account activity and audit logs;
Enable integrations and features;
Establish organizational policies and acceptable-use rules; and
Direct ASIP concerning the customer’s tenant as permitted by the Customer Agreement.

If your account is provided by an organization, that organization controls the account and may access and administer information associated with it. ASIP is not responsible for an organization’s independent decisions concerning account access, employment, discipline, or internal use of Customer Content.

5. Limited Right to Use the Services

Subject to these Terms and any Customer Agreement, ASIP grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the authorized term solely:

For the customer’s internal business purposes;
Within the purchased or approved scope;
Through authorized accounts, devices, and integrations; and
In accordance with documentation, configuration, law, and these Terms.

For an authorized mobile application, ASIP grants a limited license to download, install, and use one object-code copy on a supported device that you own or control, subject to applicable mobile-platform terms.

The Services are licensed, not sold. No rights are granted except those expressly stated.

6. Acceptable Use

You may use the Services only for lawful, authorized, and legitimate purposes.

You must not:

Access or attempt to access another customer’s tenant, account, data, or system;
Share credentials, impersonate another person, or misrepresent authority;
Bypass authentication, security, rate limits, subscription controls, feature gates, or technical restrictions;
Probe, scan, test, or exploit a vulnerability without ASIP’s prior written authorization;
Interfere with the security, integrity, performance, operation, or availability of the Services;
Introduce malware, ransomware, spyware, malicious code, corrupted files, or harmful instructions;
Use bots, scrapers, crawlers, data-mining tools, automated queries, or similar methods except through an expressly authorized interface;
Reverse engineer, decompile, disassemble, decode, translate, or attempt to derive source code, models, prompts, algorithms, workflows, architecture, or underlying ideas, except to the limited extent applicable law prohibits the restriction;
Copy, frame, mirror, republish, resell, rent, lease, sublicense, distribute, or commercially exploit the Services without written authorization;
Use ASIP materials, outputs, documentation, or access to create, train, evaluate, benchmark, or improve a competing product, model, dataset, or service;
Publish performance tests, security tests, or competitive benchmarks concerning the Services without ASIP’s prior written permission;
Remove, obscure, or alter proprietary notices;
Submit content you do not have the right or authority to use;
Process personal information unlawfully or without required notice, consent, or legal basis;
Use the Services to discriminate unlawfully, harass, retaliate, monitor unlawfully, or violate employment, labor, civil-rights, privacy, surveillance, biometric, or workplace laws;
Use an AI output as the sole or controlling basis for an employment, disciplinary, medical, legal, emergency, or similarly consequential decision;
Falsify, backdate, fabricate, conceal, or intentionally manipulate safety, inspection, audit, training, investigation, corrective-action, or compliance records;
Use the Services to avoid, replace, or misrepresent a legally required inspection, investigation, report, certification, professional review, or operational control;
Use the Services for unlawful surveillance, weapon development, malicious targeting, or any purpose reasonably likely to cause serious harm;
Upload highly sensitive information to a feature that ASIP has not authorized for that information; or
Use the Services in violation of law, regulation, sanctions, export controls, a Customer Agreement, or another person’s rights.

ASIP may investigate suspected misuse and may preserve or disclose information as permitted by the Privacy Policy and applicable law.

7. Customer Content

7.1 Ownership

As between ASIP and the customer, the customer retains its rights in Customer Content. Individual users retain rights they may have in content they personally create, subject to the rights of the customer that authorized the account and applicable employment, contractual, and intellectual-property law.

ASIP does not acquire ownership of Customer Content merely because it is submitted to the Services.

7.2 License to provide the Services

The customer grants ASIP a limited, non-exclusive right to host, copy, transmit, process, display, index, analyze, transform, back up, and otherwise use Customer Content only as reasonably necessary to:

Provide and support the Services;
Follow lawful customer instructions;
Secure, maintain, test, and troubleshoot the Services;
Provide customer-specific analytics, search, automation, and machine learning;
Prevent or address fraud, abuse, security incidents, and technical failures;
Comply with law and valid legal process; and
Exercise rights and perform obligations under the Customer Agreement and these Terms.

This license ends when the applicable Customer Content is deleted from ASIP’s systems, subject to controlled backup cycles, legal holds, security records, de-identified information, and other lawful retention.

7.3 Customer responsibilities

The customer represents and warrants that:

It has all rights, notices, consents, permissions, and legal bases necessary to provide and process Customer Content;
Its instructions to ASIP are lawful;
Customer Content does not violate law or another person’s rights;
It will provide required notices to employees, contractors, applicants, union representatives, customers, visitors, or other affected individuals;
It will configure permissions, retention, integrations, and workflows appropriately;
It will not direct ASIP to process protected health information unless a Business Associate Agreement and an authorized environment are in place;
It will not direct ASIP to process biometric identifiers without ASIP’s written approval and all legally required written notices, consents, retention schedules, and deletion procedures; and
It will maintain authoritative source records where law or operational requirements demand them.

ASIP may reject, quarantine, restrict, or remove Customer Content that it reasonably believes creates a security threat, violates law, infringes rights, or breaches these Terms, subject to the Customer Agreement.

8. Privacy and Data Protection

ASIP’s Privacy Policy, Cookie Policy, and Artificial Intelligence Customer Notice describe ASIP’s public privacy and AI practices and are incorporated into these Terms by reference.

When ASIP processes Customer Content on a customer’s behalf:

The customer generally acts as the controller, business, or responsible organization;
ASIP generally acts as the processor or service provider;
ASIP processes Customer Content according to the Customer Agreement and lawful customer instructions; and
The customer remains responsible for its notices, legal bases, individual-rights responses, workforce obligations, and use of outputs.

The availability of a feature does not establish that the customer’s use of that feature is lawful.

9. Artificial Intelligence and Automated Features

The Services may use artificial intelligence, machine learning, large language models, natural-language processing, document parsing, computer vision, voice processing, rules engines, and related technologies.

Depending on configuration, these technologies may assist with classification, summarization, search, drafting, image or voice analysis, risk indicators, alerts, pattern detection, document extraction, investigations, risk assessments, corrective actions, and other authorized functions.

AI-generated or AI-assisted content (“AI Output”):

Is probabilistic and may be inaccurate, incomplete, outdated, biased, inconsistent, or unsuitable;
May omit relevant facts or misunderstand context;
Does not independently confirm an incident, violation, hazard, causal factor, condition, or performance concern;
Is provided for decision support and human review;
Does not constitute legal, medical, engineering, regulatory, employment, emergency, or other professional advice; and
Must be verified against authoritative sources, current procedures, applicable law, and qualified judgment.

You are responsible for reviewing AI Output before using, distributing, approving, or acting on it.

Unless a customer expressly agrees otherwise in a signed written agreement, identifiable Customer Content is not used to train or fine-tune a shared or generalized model for the benefit of other customers, is not used to train another customer’s model, and is not sold or licensed for AI-model training.

ASIP does not disclose its proprietary models, algorithms, prompts, system architecture, analytical methods, scoring logic, agents, safeguards, routing, or development processes through these Terms.

10. Safety-Critical, Emergency, and Professional-Use Limitations

ASIP is a safety-intelligence and workflow platform. It is not an emergency-response service, air-traffic service, dispatch service, medical service, legal service, engineering authority, regulator, or substitute for a customer’s safety management system, accountable executive, competent person, or professional judgment.

You must not rely on the Services as the sole means of:

Detecting or responding to an emergency;
Protecting life, health, aircraft, vehicles, equipment, property, operations, security, or the environment;
Satisfying a regulatory reporting deadline;
Determining regulatory compliance;
Dispatching personnel or equipment;
Conducting a legally required inspection or investigation;
Issuing a medical, employment, legal, or operational determination; or
Selecting, approving, or verifying a safety control.

If there is an immediate threat, follow the organization’s emergency procedures and contact the appropriate emergency service, operational authority, regulator, or qualified professional.

Alerts, notifications, weather information, lightning information, fall or crash signals, location events, integrations, and device-based detections may be delayed, unavailable, incomplete, or incorrect because of network, device, sensor, permissions, configuration, third-party, or system limitations.

The customer remains responsible for:

Its safety and compliance program;
Risk acceptance and operational decisions;
Regulatory interpretation and reporting;
Investigation quality and findings;
Corrective-action selection, approval, implementation, and verification;
Training, competency, staffing, supervision, and equipment;
Emergency plans and redundant communications; and
Independent validation of material information.

11. Safety Data Sheets, Manuals, and Third-Party Content

The Services may display, store, search, summarize, or link to safety data sheets, manuals, procedures, standards, maps, weather, flight, regulatory, manufacturer, customer, or other third-party content.

Third-party content remains subject to the rights, licenses, restrictions, disclaimers, and update practices of its owner or provider.

ASIP does not warrant that third-party content is complete, current, authentic, applicable to a particular jurisdiction, or suitable for a particular operation.

Where ASIP displays an extracted summary, label, pictogram, emergency field, personal protective equipment suggestion, translation, or AI-generated explanation:

The original authoritative document controls;
The summary does not replace the complete source;
The user must confirm revision, product identity, language, jurisdiction, and applicability; and
The customer remains responsible for legally required access, inventory, training, labeling, retention, and emergency procedures.

Customers may not upload or distribute a manual, safety data sheet, standard, or other document unless they have permission or another lawful basis to do so.

12. Integrations and Third-Party Services

The Services may interoperate with customer-selected or third-party services, including identity providers, workforce systems, training systems, telematics, cameras, mapping, weather, communications, document repositories, data providers, mobile platforms, and application marketplaces.

If you or a customer enables an integration:

You authorize ASIP to exchange information as necessary to provide the integration;
The third party’s terms and privacy practices may apply;
ASIP does not control the third party’s availability, accuracy, security, or independent conduct;
Changes by the third party may affect functionality; and
The customer is responsible for maintaining required accounts, licenses, rights, and permissions.

ASIP may suspend or discontinue an integration if the provider changes or ends access, the integration creates security or legal risk, or continued support becomes impracticable.

13. Mobile-Platform Terms

If you download an ASIP application through an app store, the platform operator’s terms also apply.

The platform operator:

Is not a party to these Terms;
Is not responsible for providing or supporting the application;
Has no obligation to furnish maintenance or support;
Is not responsible for claims concerning the application, except as required by law; and
Is an intended third-party beneficiary of the mobile-license provisions to the extent required by its terms.

ASIP, not the platform operator, is responsible for the application and its content, subject to these Terms.

Mobile permissions, background processing, notifications, sensors, and device functions depend on the device, operating system, settings, connectivity, and customer configuration.

14. Alpha, Beta, Pilot, Evaluation, and Pre-Release Services

ASIP may identify a Service or feature as alpha, beta, preview, pilot, evaluation, experimental, early access, pre-release, or similar (“Pre-Release Service”).

Pre-Release Services:

May be incomplete, untested, unstable, or unavailable;
May contain defects or experience material changes;
May have limited support, security review, documentation, integrations, or data portability;
May be subject to additional terms, usage limits, confidentiality, and feedback obligations;
May not be appropriate for production, safety-critical, or regulated use; and
May be suspended or discontinued at any time.

Unless ASIP expressly authorizes production use in writing, you must not rely on a Pre-Release Service for a safety-critical, regulatory, emergency, employment, medical, or other consequential decision.

Information on ASIP’s website may describe planned or future capabilities. Roadmaps, release dates, pricing, integrations, certifications, and planned features are directional, non-binding, and subject to change.

15. Fees, Orders, and Taxes

Fees, subscription term, renewal, payment schedule, usage limits, included Services, implementation, support, and other commercial terms are stated in the applicable Customer Agreement or order form.

Unless the Customer Agreement states otherwise:

Fees are quoted and payable in U.S. dollars;
Fees are exclusive of applicable taxes;
The customer is responsible for taxes other than taxes based on ASIP’s net income;
Purchase orders are administrative only and do not add or modify terms;
Payment obligations are non-cancelable and fees paid are non-refundable, except as required by law or expressly stated; and
Failure to pay undisputed amounts may result in suspension after applicable notice and cure rights.

ASIP does not currently offer consumer subscriptions to the enterprise platform through these public Terms. If ASIP later offers an app-store or direct consumer purchase, supplemental purchase, renewal, cancellation, and refund terms will apply.

16. ASIP Intellectual Property

ASIP and its licensors retain all rights, title, and interest in and to:

The Services, software, source code, object code, APIs, databases, schemas, and documentation;
Models, algorithms, prompts, workflows, taxonomies, scoring methods, system architecture, analytical processes, and agents;
User interfaces, designs, text, graphics, audiovisual materials, and content;
Templates, report structures, methods, improvements, and derivative works;
ASIP names, logos, trademarks, trade dress, and branding; and
Aggregated or de-identified service information created lawfully without identifying a customer or individual.

Except for the limited rights expressly granted, these Terms do not transfer any ASIP intellectual property.

You may not use ASIP trademarks, logos, screenshots, product names, or branding without prior written permission, except for accurate internal identification of an authorized Service.

ASIP reserves all rights not expressly granted.

17. Feedback

If you voluntarily provide ideas, suggestions, recommendations, requests, corrections, or other feedback, you grant ASIP a perpetual, irrevocable, worldwide, transferable, sublicensable, royalty-free right to use, reproduce, modify, commercialize, and incorporate that feedback without restriction or compensation.

This section does not transfer ownership of Customer Content and does not permit ASIP to disclose confidential Customer Content.

Do not submit feedback you consider confidential unless ASIP has agreed in writing to receive it as confidential.

18. Confidentiality

Confidentiality obligations between ASIP and a customer are governed by the Customer Agreement or a separate nondisclosure agreement.

If no separate agreement applies, each party receiving non-public information marked or reasonably understood to be confidential will:

Use it only to perform or receive the Services;
Protect it using reasonable care;
Disclose it only to personnel, contractors, or advisors who need to know and are bound by appropriate obligations; and
Not disclose it to another person except as authorized or legally required.

Confidential information does not include information that the recipient can document:

Is publicly available without breach;
Was already lawfully known without restriction;
Was lawfully received from another source without duty; or
Was independently developed without use of the confidential information.

If disclosure is legally required, the recipient will provide advance notice where permitted and reasonably cooperate in seeking protection.

19. Security

ASIP uses safeguards designed to protect the Services and Customer Content. No system is completely secure.

You and the customer are responsible for:

Secure devices and networks;
Identity-provider and integration security;
Appropriate permissions and administrator controls;
Protecting credentials and authentication factors;
Reviewing security and audit information made available;
Promptly reporting suspected incidents; and
Maintaining backups or authoritative copies where required by the Customer Agreement or operational need.

You must notify ASIP at [email protected] without unreasonable delay if you become aware of unauthorized access, credential compromise, vulnerability, or misuse involving the Services.

You may not publicly disclose a suspected vulnerability before ASIP has had a reasonable opportunity to investigate and remediate it, unless applicable law protects that disclosure.

20. Service Availability, Support, and Changes

ASIP may maintain, update, modify, replace, or discontinue parts of the Services.

The Services may be unavailable because of:

Planned or emergency maintenance;
Internet, telecommunications, cloud, device, integration, or third-party failures;
Security incidents or protective measures;
Events beyond reasonable control;
Customer configuration or misuse; or
Legal or regulatory requirements.

Service levels, support commitments, maintenance notice, uptime targets, recovery objectives, and remedies apply only if stated in a Customer Agreement.

ASIP may change features and user interfaces to improve security, compliance, performance, usability, or functionality. ASIP will not materially reduce contracted core functionality during a paid subscription term except as permitted by the Customer Agreement or reasonably necessary to address security, law, third-party dependency, or material risk.

21. Suspension

ASIP may suspend access to all or part of the Services when reasonably necessary to:

Prevent or address a security threat;
Stop unlawful or prohibited use;
Protect another customer, person, ASIP, or the Services;
Comply with law or valid legal process;
Address material breach of these Terms or a Customer Agreement;
Address overdue undisputed fees after applicable notice; or
Respond to a third-party provider’s suspension or termination.

Where practicable and lawful, ASIP will provide notice and limit suspension to the affected account, feature, or activity.

ASIP may require remediation before restoring access.

22. Termination and Effect of Termination

These Terms remain in effect while you use the Services.

You may stop using the public Site at any time. Enterprise subscriptions and customer accounts may be terminated only as provided in the Customer Agreement.

ASIP may terminate access if:

You materially or repeatedly violate these Terms;
Use creates unacceptable security, legal, or operational risk;
ASIP is required to do so by law;
A customer directs ASIP to remove an authorized user; or
The applicable Customer Agreement ends.

On termination:

The right to use the affected Services ends;
You must stop accessing the Services and delete unauthorized copies of ASIP materials;
Customer Content will be handled according to the Customer Agreement, Privacy Policy, customer instructions, and law;
ASIP may retain information required for legal, security, backup, billing, audit, and dispute purposes; and
Provisions that by their nature should survive will survive, including intellectual property, confidentiality, disclaimers, liability limits, indemnity, dispute terms, and general provisions.

23. Data Export and Deletion

Customer export, transition assistance, retrieval period, return, and deletion are governed by the Customer Agreement.

If no Customer Agreement addresses the issue, ASIP may provide a reasonable opportunity for the customer administrator to export available Customer Content before deletion, subject to technical feasibility, security, law, and payment of applicable fees.

Individual authorized users do not have an independent right to export or delete organizational Customer Content contrary to the customer’s instructions.

ASIP is not responsible for information retained by the customer, another authorized user, an integration, a third party, or an exported copy after it leaves ASIP’s control.

24. Copyright and Intellectual-Property Complaints

If you believe material available through an ASIP-controlled public Service infringes your copyright or other intellectual-property right, send a written notice to [email protected] containing:

Your name and contact information;
Identification of the protected work;
Identification and location of the allegedly infringing material;
A statement of your good-faith belief that the use is unauthorized;
A statement that the information is accurate and that you are authorized to act; and
Your physical or electronic signature.

ASIP may remove or restrict material and may notify the customer or user that submitted it. Misrepresentations in an infringement notice may create liability.

25. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, PRE-RELEASE SERVICES, WEBSITE, CONTENT, AI OUTPUT, THIRD-PARTY CONTENT, INTEGRATIONS, ALERTS, ANALYTICS, AND RECOMMENDATIONS ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

ASIP DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF:

MERCHANTABILITY;
FITNESS FOR A PARTICULAR PURPOSE;
TITLE;
NON-INFRINGEMENT;
ACCURACY;
COMPLETENESS;
AVAILABILITY;
SECURITY;
ERROR-FREE OR UNINTERRUPTED OPERATION; AND
RESULTS OR OUTCOMES.

ASIP DOES NOT WARRANT THAT:

THE SERVICES WILL IDENTIFY, PREDICT, PREVENT, OR REDUCE AN INCIDENT, INJURY, VIOLATION, LOSS, OR OTHER EVENT;
AN ALERT, RISK INDICATOR, CLASSIFICATION, RECOMMENDATION, OR AI OUTPUT WILL BE CORRECT OR TIMELY;
THIRD-PARTY DATA OR INTEGRATIONS WILL BE AVAILABLE, ACCURATE, OR CURRENT;
THE SERVICES WILL SATISFY A CUSTOMER’S LEGAL OR REGULATORY OBLIGATIONS; OR
THE SERVICES WILL MEET EVERY CUSTOMER REQUIREMENT.

The Customer Agreement may provide limited warranties. Those warranties apply only to the customer and scope identified in that agreement.

Some jurisdictions do not allow certain disclaimers, so some disclaimers may not apply.

26. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ASIP AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, AND AGENTS WILL NOT BE LIABLE FOR:

INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES;
LOSS OF PROFITS, REVENUE, SAVINGS, BUSINESS, OPPORTUNITY, USE, GOODWILL, OR REPUTATION;
LOSS, CORRUPTION, UNAVAILABILITY, OR DISCLOSURE OF DATA;
BUSINESS INTERRUPTION;
SUBSTITUTE SERVICES;
PERSONAL INJURY, PROPERTY DAMAGE, ENVIRONMENTAL HARM, OPERATIONAL LOSS, REGULATORY PENALTY, OR OTHER LOSS ARISING FROM RELIANCE ON THE SERVICES; OR
DAMAGES ARISING FROM A THIRD-PARTY SERVICE, CUSTOMER CONFIGURATION, UNAUTHORIZED ACCESS, OR USER CONDUCT,

EVEN IF ADVISED THAT SUCH DAMAGES ARE POSSIBLE.

IF NO CUSTOMER AGREEMENT PROVIDES A DIFFERENT LIMIT, ASIP’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF:

THE AMOUNT PAID DIRECTLY TO ASIP FOR THE AFFECTED SERVICE DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR
ONE HUNDRED U.S. DOLLARS (US $100).

The limitations apply regardless of the legal theory and even if a remedy fails of its essential purpose.

Nothing in these Terms excludes liability that cannot lawfully be excluded, including liability for fraud, fraudulent misrepresentation, or another category that applicable law does not permit the parties to limit.

27. Indemnification

To the extent permitted by law and except as otherwise provided in a Customer Agreement, you will defend, indemnify, and hold harmless ASIP and its directors, officers, employees, affiliates, licensors, service providers, and agents from third-party claims, damages, judgments, penalties, losses, liabilities, and reasonable legal fees arising out of or related to:

Your Customer Content;
Your unlawful or unauthorized use of the Services;
Your violation of these Terms;
Your infringement or violation of another person’s rights;
Your failure to provide legally required notice or obtain required consent;
Your use of an AI Output or Service result in a consequential decision;
Your operational, safety, employment, regulatory, or professional decision; or
Your enabled integration or third-party service.

ASIP will provide reasonable notice of an indemnified claim and may participate through counsel. You may not settle a claim in a manner that admits wrongdoing by ASIP, imposes obligations on ASIP, or fails to release ASIP without ASIP’s prior written consent.

28. Export Controls and Sanctions

You must comply with applicable export-control, trade, and sanctions laws.

You represent that you are not:

Located in, organized under the laws of, or ordinarily resident in a comprehensively sanctioned jurisdiction where use is prohibited;
Identified on an applicable prohibited or restricted-party list; or
Using the Services for a prohibited end use.

You may not export, re-export, transfer, or provide access to the Services, technical information, or software in violation of law.

29. Government Use

The Services are commercial computer software and commercial computer-software documentation developed exclusively at private expense.

Government users receive only the rights granted under these Terms and the applicable Customer Agreement, consistent with applicable procurement law.

No government agency may obtain rights in ASIP intellectual property beyond those expressly granted in a signed agreement.

30. Governing Law and Venue

Except where a Customer Agreement states otherwise or applicable law requires otherwise, these Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles.

The state and federal courts located in Delaware will have exclusive jurisdiction over disputes arising out of or related to these Terms or the Services. Each party consents to personal jurisdiction and venue in those courts.

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Nothing in these Terms prevents either party from seeking temporary or injunctive relief to protect security, confidentiality, intellectual property, or data.

31. Informal Dispute Resolution

Before filing a lawsuit, the party raising a dispute must provide written notice describing:

The party and contact information;
The relevant account or customer;
The facts and legal basis;
The relief requested; and
Supporting information reasonably available.

Notices to ASIP must be sent to [email protected].

The parties will attempt in good faith to resolve the dispute for at least 30 days after receipt of the notice before filing, unless immediate relief is reasonably necessary or a limitation period would expire.

32. Changes to These Terms

ASIP may update these Terms to reflect changes in the Services, law, security, or business practices.

ASIP will post the revised Terms with an updated “Last Updated” date. If a change is material, ASIP will provide additional notice where required by law or contract.

Changes will apply prospectively from the stated effective date. A material change to enterprise subscription rights or obligations during a current paid term will not override a Customer Agreement.

Continued use after the effective date of revised Terms constitutes acceptance where permitted by law. If you do not agree, you must stop using the Services, subject to any Customer Agreement.

33. General Provisions

33.1 Assignment

You may not assign or transfer these Terms without ASIP’s prior written consent. ASIP may assign these Terms in connection with a merger, acquisition, financing, reorganization, sale of assets, or transfer to an affiliate.

33.2 Force majeure

Neither party is liable for delay or failure caused by events beyond reasonable control, including natural disaster, severe weather, epidemic, war, terrorism, labor disruption, governmental action, utility or internet failure, cloud or telecommunications outage, cyberattack, supply interruption, or third-party-service failure. Payment obligations for Services already provided are not excused.

Email: [email protected]