Terms of Service

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING THE DEEP THOUGHT PLATFORM, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT ACCESS OR USE THE PLATFORM.

These Terms of Service (“Terms” or “Agreement”) constitute a legally binding agreement between you (“Customer,” “you,” or “your”) and 42 Consulting LLC, a limited liability company organized under the laws of the State of New Jersey (“Company,” “we,” “us,” or “our”), governing your access to and use of the Deep Thought platform, including the hosted service, desktop application, APIs, documentation, and all related services (collectively, the “Platform” or “Service”).

If you are entering into these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, in which case “Customer” or “you” refers to that entity.

The Deep Thought platform is owned by Deep Thought Technologies Inc., a Delaware corporation (“Licensor”), and licensed to Company for distribution and resale to Customers. All copyright, patents, trade secrets, trademarks, and other intellectual property rights in and to the Platform are owned exclusively by Licensor. Company is the contracting party to Customer under this Agreement.

1. Definitions

“Authorized Users”means the individuals who are authorized by Customer to access and use the Platform under Customer’s account, subject to the per-seat limits specified in the applicable Order Form or subscription.

“Customer Data”means all data, content, information, documents, files, and materials that Customer or its Authorized Users upload, submit, transmit, or otherwise make available through the Platform, including but not limited to insurance policy data, submission data, claims data, loss runs, ACORD forms, bordereaux reports, policyholder information, financial data, emails, attachments, and any data stored in or retrieved from Customer’s insurance management systems (“IMS”).

“AI Output”means any content, text, data, analysis, recommendations, summaries, or other materials generated by the Platform’s artificial intelligence capabilities in response to Customer Data or user prompts.

“Skills” means custom workflows, instructions, and automated processes created by or on behalf of Customer within the Platform.

“Automations” means event-driven rules and scheduled tasks configured by Customer to trigger Skills or other Platform actions automatically.

“Connections” means integrations configured by Customer to connect the Platform with third-party APIs, services, or systems using Customer-provided credentials.

“Order Form”means any ordering document, subscription agreement, or statement of work referencing these Terms and specifying the scope, fees, and term of Customer’s subscription.

“Third-Party AI Providers” means the artificial intelligence model providers whose services the Platform utilizes to generate AI Output, including but not limited to Anthropic (Claude), OpenAI, and Amazon Web Services (AWS Bedrock).

2. Platform Description

2.1 Overview

Deep Thought is an enterprise AI agent platform designed for the insurance industry. The Platform provides AI-powered assistants that integrate with Customer’s existing insurance management systems, email infrastructure, document repositories, and third-party APIs to automate and augment insurance operations including, but not limited to, submission processing, policy rating, endorsement issuance, renewal preparation, claims analysis, and reporting.

2.2 Architecture

The Platform operates on a hub-and-spoke architecture consisting of: (a) a central server (“Hub”) that may be deployed in the cloud or on Customer’s premises; and (b) lightweight desktop agents that connect to the Hub. The Hub orchestrates AI interactions, manages permissions, stores encrypted credentials, and maintains audit logs.

2.3 AI-Powered Features

The Platform utilizes Third-Party AI Providers to power its features. Customer acknowledges that AI Output is generated by machine learning models and is subject to the limitations described in Section 7.

3. Account Registration and Access

3.1 Account Creation

To access the Platform, Customer must register an account and provide accurate, complete, and current information. Customer is responsible for maintaining the confidentiality of account credentials and for all activities that occur under its account.

3.2 Authorized Users

Customer may permit Authorized Users to access the Platform up to the number of seats specified in the applicable Order Form. Customer is responsible for ensuring that all Authorized Users comply with these Terms and Customer’s own policies. Customer shall immediately notify Company of any unauthorized use of its account or any other breach of security.

3.3 Authentication

The Platform supports enterprise single sign-on (SSO) via Microsoft Entra ID (formerly Azure Active Directory) and other OIDC-compliant identity providers. Customer is responsible for the configuration and security of its identity provider.

3.4 Multi-Tenant Isolation

The Platform is a multi-tenant service. Customer’s data is logically isolated from other customers through tenant-level access controls and foreign key constraints. Customer acknowledges that logical isolation, while robust, is distinct from physical isolation.

4. License Grant and Restrictions

4.1 License Grant

Subject to Customer’s compliance with these Terms and payment of applicable fees, Company grants Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Platform during the subscription term solely for Customer’s internal business operations.

4.2 Restrictions

Customer shall not, and shall not permit any third party to:

1. Copy, modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Platform, except to the extent expressly permitted by applicable law;
2. Sublicense, lease, rent, loan, sell, resell, distribute, or otherwise transfer the Platform or access thereto to any third party;
3. Use the Platform to provide services to third parties (including as a service bureau, outsourced service, or managed service) without Company’s prior written consent;
4. Remove, alter, or obscure any proprietary notices, labels, or marks on the Platform;
5. Access the Platform for the purpose of building a competitive product or service, or for benchmarking or competitive analysis;
6. Use the Platform in any manner that violates applicable law, regulation, or the Acceptable Use Policy;
7. Circumvent or attempt to circumvent the Platform’s permission controls, security measures, rate limits, or access restrictions;
8. Introduce malicious code, viruses, or other harmful materials into the Platform;
9. Use the Platform to store or transmit any content that infringes the intellectual property rights of any third party;
10. Exceed the number of Authorized Users or seats specified in the applicable Order Form.

5. Customer Data

5.1 Ownership

As between Company and Customer, Customer retains all right, title, and interest in and to Customer Data. Nothing in these Terms transfers ownership of Customer Data to Company.

5.2 License to Customer Data

Customer grants Company a limited, non-exclusive, worldwide license to use, process, store, and transmit Customer Data solely to the extent necessary to provide the Platform and perform its obligations under these Terms. This license terminates upon termination of Customer’s subscription, subject to any data retention obligations.

5.3 No Training on Customer Data

Company does not use Customer Data to train, fine-tune, or improve artificial intelligence or machine learning models. Customer Data is processed solely to generate AI Output in response to Customer’s requests and is not retained by Third-Party AI Providers beyond the processing window required to generate a response, except as may be required by the applicable Third-Party AI Provider’s enterprise terms and data processing agreements.

5.4 Data Processing

Customer Data may be transmitted to Third-Party AI Providers for the purpose of generating AI Output. Company selects Third-Party AI Providers that offer enterprise-grade data processing agreements that prohibit the use of customer data for model training. Customer acknowledges and consents to this processing. Additional details regarding data processing are set forth in the Data Processing Agreement and Privacy Policy.

5.5 Customer Responsibilities for Data

Customer represents and warrants that:

1. Customer has all necessary rights, consents, and authorizations to provide Customer Data to the Platform and to permit the processing described herein;
2. Customer Data does not and will not violate any applicable law, regulation, or third-party right;
3. Customer will comply with all applicable data protection laws and regulations in connection with its use of the Platform, including but not limited to the General Data Protection Regulation (GDPR), the California Consumer Privacy Act (CCPA), the Gramm-Leach-Bliley Act (GLBA), and any applicable state insurance data privacy laws;
4. Customer is solely responsible for determining the appropriateness of submitting any particular data to the Platform, including sensitive personal information, protected health information, or data subject to specific regulatory restrictions.

5.6 Encrypted Credential Storage

Where Customer provides API credentials or authentication tokens for Connections, such credentials are encrypted at rest using AES-256-GCM encryption. Credentials are never exposed to the AI models, returned to client applications in plaintext, or logged in audit records. Customer is responsible for the security and validity of credentials it provides.

6. Intellectual Property

6.1 Platform IP

The Platform, including all software, code, algorithms, interfaces, documentation, designs, trademarks, and other intellectual property embodied therein, is and remains the exclusive property of Deep Thought Technologies Inc., a Delaware corporation (“Licensor”). Company holds the right to distribute and operate the Platform pursuant to a license from Licensor. These Terms do not grant Customer any right, title, or interest in the Platform except for the limited license expressly set forth in Section 4.1.

6.2 Customer Skills and Configurations

Customer retains ownership of the content and logic of Skills and Automations that Customer creates within the Platform, subject to Company’s ownership of the underlying Platform functionality and infrastructure. Customer grants Company a license to execute and host such Skills and Automations solely for the purpose of providing the Platform to Customer.

6.3 AI Output Ownership

As between Company and Customer, Customer owns AI Output generated in response to Customer Data and Customer’s prompts, subject to the following limitations: (a) Company makes no representation that AI Output is unique to Customer or that identical or similar output has not been or will not be generated for other customers; (b) AI Output may incorporate or reflect patterns from the underlying AI models’ training data, which is not owned by either party; and (c) ownership is subject to applicable intellectual property laws, which may limit or preclude intellectual property protection for AI-generated content.

6.4 Feedback

If Customer provides suggestions, ideas, enhancement requests, or other feedback regarding the Platform (“Feedback”), Company may use such Feedback without restriction or obligation to Customer. Customer hereby assigns to Company all right, title, and interest in and to such Feedback.

7. Artificial Intelligence Disclaimers

THIS SECTION CONTAINS CRITICAL DISCLAIMERS REGARDING THE AI CAPABILITIES OF THE PLATFORM. CUSTOMER MUST READ AND UNDERSTAND THESE DISCLAIMERS BEFORE USING THE PLATFORM.

7.1 AI Output Is Not Professional Advice

AI Output does not constitute, and shall not be construed as, professional advice of any kind, including but not limited to insurance advice, underwriting advice, actuarial advice, legal advice, financial advice, tax advice, or compliance advice. AI Output is provided as a productivity tool to assist Customer’s qualified professionals in performing their duties. All AI Output must be independently reviewed, verified, and validated by appropriately licensed and qualified professionals before being relied upon for any business decision, regulatory filing, policy issuance, claims determination, or other consequential action.

7.2 No Guarantee of Accuracy

AI Output is generated by machine learning models that may produce inaccurate, incomplete, misleading, or fabricated information (“hallucinations”). Company does not warrant or represent that AI Output is accurate, complete, current, reliable, error-free, or fit for any particular purpose. The Platform is a tool to augment, not replace, human judgment and expertise.

7.3 Insurance Industry Disclaimer

The Platform is designed to assist insurance professionals with operational tasks. However:

1. The Platform does not replace the judgment of licensed underwriters, actuaries, claims adjusters, agents, brokers, or other insurance professionals;
2. AI-generated ratings, analyses, summaries, and recommendations are preliminary and must be reviewed and approved by qualified personnel before being used in connection with any insurance transaction;
3. The Platform does not guarantee compliance with any insurance regulation, statute, or regulatory requirement, including but not limited to state rate and form filing requirements, market conduct standards, surplus lines regulations, or NAIC guidelines;
4. Customer is solely responsible for ensuring that its use of the Platform and any actions taken based on AI Output comply with all applicable insurance laws, regulations, and regulatory requirements in each jurisdiction where Customer operates;
5. Company is not a licensed insurance agent, broker, underwriter, adjuster, or other regulated insurance entity, and the provision of the Platform does not constitute the transaction of insurance business.

7.4 Third-Party AI Provider Limitations

The Platform relies on Third-Party AI Providers whose models are subject to their own limitations, terms of service, and acceptable use policies. Company does not control and is not responsible for: (a) changes to Third-Party AI Provider models that may affect AI Output quality; (b) outages or service disruptions by Third-Party AI Providers; (c) content filtering or refusal decisions made by Third-Party AI Provider models; or (d) any third-party terms that may restrict specific uses of AI Output.

7.5 Human Oversight Required

Customer agrees to maintain appropriate human oversight of all Platform operations, including Automations. Customer shall not configure Automations or Skills that take irreversible actions affecting policyholders, claimants, or other third parties without requiring human review and approval. The Platform provides approval gates, permission controls, and audit logging to facilitate human oversight, and Customer is responsible for configuring and using these features appropriately.

8. Fees and Payment

8.1 Fees

Customer shall pay the fees specified in the applicable Order Form. Unless otherwise stated, fees are quoted and payable in United States dollars. Fees are based on a per-seat subscription model and are non-refundable except as expressly provided in these Terms.

8.2 Payment Terms

Unless otherwise specified in the Order Form, invoices are due within thirty (30) days of the invoice date. Late payments are subject to interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law.

8.3 Taxes

All fees are exclusive of applicable taxes. Customer is responsible for all sales, use, value-added, withholding, and similar taxes, except for taxes based on Company’s net income.

8.4 Usage-Based Charges

Certain Platform features may incur usage-based charges (e.g., AI token consumption, API call volumes, or storage overages) as specified in the Order Form. Company will provide reasonable notice before any usage-based charges apply.

9. Term and Termination

9.1 Term

These Terms are effective as of the date Customer first accesses the Platform and continue for the subscription term specified in the applicable Order Form. Subscription terms automatically renew for successive periods of equal length unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current term.

9.2 Termination for Cause

Either party may terminate these Terms immediately upon written notice if:

1. The other party materially breaches these Terms and fails to cure such breach within thirty (30) days after receiving written notice thereof;
2. The other party becomes insolvent, files for bankruptcy, or makes an assignment for the benefit of creditors.

9.3 Termination for Convenience

Company may terminate these Terms or suspend Customer’s access to the Platform immediately without notice if Company reasonably believes that Customer’s use of the Platform: (a) violates the Acceptable Use Policy; (b) poses a security risk to the Platform or other customers; (c) may subject Company to liability; or (d) violates applicable law.

9.4 Effect of Termination

Upon termination or expiration of these Terms:

1. Customer’s right to access and use the Platform immediately ceases;
2. Customer shall pay all fees accrued through the effective date of termination;
3. Company will make Customer Data available for export for a period of thirty (30) days following termination, after which Company may delete Customer Data in accordance with its data retention policies;
4. Sections 5.1, 6, 7, 10, 11, 12, 13, 14, and 15 shall survive termination.

10. Confidentiality

10.1 Definition

“Confidential Information” means all non-public information disclosed by one party to the other in connection with these Terms, whether orally, in writing, or electronically, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, without limitation: Customer Data, Company’s proprietary technology and source code, business plans, pricing, and customer lists.

10.2 Obligations

Each party agrees to: (a) protect the other party’s Confidential Information using at least the same degree of care it uses to protect its own confidential information, and in no event less than reasonable care; (b) not disclose the other party’s Confidential Information to any third party except as expressly permitted herein; and (c) not use the other party’s Confidential Information for any purpose other than as necessary to exercise its rights or perform its obligations under these Terms.

10.3 Exceptions

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of or reference to the disclosing party’s Confidential Information; or (d) is rightfully received from a third party without restriction on disclosure. A party may disclose Confidential Information to the extent required by applicable law, regulation, or court order, provided that the disclosing party provides prompt written notice (to the extent permitted by law) and reasonable cooperation to the other party in seeking a protective order.

11. Warranties and Disclaimers

11.1 Mutual Warranties

Each party represents and warrants that:

1. It has the legal power and authority to enter into these Terms;
2. It will comply with all applicable laws and regulations in connection with its performance under these Terms.

11.2 Company Warranty

Company warrants that, during the subscription term, the Platform will perform materially in accordance with the applicable documentation. Company’s sole obligation and Customer’s exclusive remedy for a breach of this warranty is for Company to use commercially reasonable efforts to correct the non-conformity or, if Company is unable to do so within thirty (30) days, either party may terminate the affected subscription and Company will refund prepaid fees for the unused portion of the subscription term.

11.3 DISCLAIMER OF WARRANTIES

EXCEPT FOR THE EXPRESS WARRANTY IN SECTION 11.2, THE PLATFORM AND ALL AI OUTPUT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” COMPANY HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, COMPANY MAKES NO WARRANTY THAT: (A) THE PLATFORM WILL MEET CUSTOMER’S REQUIREMENTS; (B) THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) AI OUTPUT WILL BE ACCURATE, RELIABLE, COMPLETE, OR CURRENT; (D) THE PLATFORM WILL BE COMPATIBLE WITH CUSTOMER’S SYSTEMS OR IMS; OR (E) ANY ERRORS IN THE PLATFORM WILL BE CORRECTED. CUSTOMER ASSUMES ALL RISK ARISING FROM USE OF THE PLATFORM AND AI OUTPUT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM COMPANY OR THROUGH THE PLATFORM SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

12. Limitation of Liability

12.1 EXCLUSION OF CONSEQUENTIAL DAMAGES

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITIES, DATA, OR USE, REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.2 LIABILITY CAP

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID OR PAYABLE BY CUSTOMER TO COMPANY DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

12.3 INSURANCE-SPECIFIC LIABILITY EXCLUSION

WITHOUT LIMITING THE FOREGOING, COMPANY SHALL NOT BE LIABLE FOR ANY LOSSES, DAMAGES, CLAIMS, OR LIABILITIES ARISING FROM OR RELATED TO: (A) DECISIONS MADE OR ACTIONS TAKEN BY CUSTOMER OR ITS AUTHORIZED USERS BASED ON AI OUTPUT, INCLUDING BUT NOT LIMITED TO UNDERWRITING DECISIONS, POLICY PRICING, CLAIMS HANDLING, COVERAGE DETERMINATIONS, OR REGULATORY FILINGS; (B) ANY FAILURE BY CUSTOMER TO MAINTAIN APPROPRIATE HUMAN OVERSIGHT OF PLATFORM OPERATIONS; (C) ANY INSURANCE REGULATORY ACTION, FINE, PENALTY, OR MARKET CONDUCT FINDING RESULTING FROM CUSTOMER’S USE OF THE PLATFORM; OR (D) ANY THIRD-PARTY CLAIM ARISING FROM CUSTOMER’S USE OF AI OUTPUT IN CONNECTION WITH INSURANCE TRANSACTIONS.

12.4 Exceptions

The limitations in this Section 12 shall not apply to: (a) either party’s indemnification obligations under Section 13; (b) either party’s breach of Section 10 (Confidentiality); (c) Customer’s breach of Section 4.2 (Restrictions) or the Acceptable Use Policy; or (d) either party’s willful misconduct or fraud.

13. Indemnification

13.1 Company Indemnification

Company shall defend, indemnify, and hold harmless Customer from and against any third-party claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising from allegations that the Platform (excluding Customer Data, AI Output, and third-party components) infringes a third party’s valid United States patent or copyright, provided that Customer: (a) promptly notifies Company in writing; (b) grants Company sole control of the defense and settlement; and (c) provides reasonable cooperation at Company’s expense.

13.2 Customer Indemnification

Customer shall defend, indemnify, and hold harmless Company from and against any third-party claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising from: (a) Customer Data or Customer’s use of AI Output; (b) Customer’s violation of applicable law, regulation, or industry standard; (c) Customer’s breach of these Terms or the Acceptable Use Policy; (d) Customer’s unauthorized use of the Platform; or (e) any claim by a policyholder, claimant, insured, agent, broker, or other third party arising from or related to Customer’s use of the Platform in connection with insurance transactions.

14. Security

14.1 Security Measures

Company implements and maintains commercially reasonable administrative, technical, and physical security measures designed to protect Customer Data, including:

• AES-256-GCM encryption for stored credentials and sensitive data;
• Default-deny permission engine requiring explicit authorization for every action;
• Role-based access control with four built-in roles and granular policy configuration;
• Hardcoded safety rules requiring human approval for destructive operations;
• Comprehensive audit logging of all actions with user, timestamp, and decision tracking;
• Tenant-level data isolation through application-level access controls and database constraints;
• Encrypted data transmission using TLS 1.2 or higher.

14.2 Security Incidents

Company will notify Customer of any confirmed unauthorized access to Customer Data (“Security Incident”) without undue delay and in any event within seventy-two (72) hours of confirmation. Notification will include, to the extent known: the nature of the incident, categories and approximate number of records affected, likely consequences, and measures taken or proposed to address the incident.

14.3 Customer Security Responsibilities

Customer is responsible for: (a) securing its own network, devices, and identity provider configuration; (b) configuring Platform permissions appropriate for its environment; (c) managing Authorized User access and promptly deprovisioning users who no longer require access; and (d) the security of any API credentials, tokens, or keys that Customer provides to the Platform.

15. General Provisions

15.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the state and federal courts located in Bergen County, New Jersey, and each party consents to the personal jurisdiction of such courts.

15.2 Dispute Resolution

Prior to initiating any legal action, the parties agree to attempt to resolve any dispute arising out of or relating to these Terms through good-faith negotiations for a period of at least thirty (30) days following written notice of the dispute. If the dispute is not resolved through negotiation, either party may pursue its remedies at law or in equity.

15.3 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms (other than payment obligations) to the extent caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, war, terrorism, riots, government actions, power failures, internet or telecommunications failures, cyberattacks, or Third-Party AI Provider outages.

15.4 Assignment

Customer may not assign or transfer these Terms without Company’s prior written consent. Company may assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any purported assignment in violation of this section is void.

15.5 Notices

All notices under these Terms must be in writing and delivered by email, certified mail, or recognized overnight courier to the addresses specified in the Order Form or, for Company, to legal@42ims.com.

15.6 Entire Agreement

These Terms, together with any applicable Order Form, the Privacy Policy, Acceptable Use Policy, and Data Processing Agreement, constitute the entire agreement between the parties regarding the subject matter hereof and supersede all prior and contemporaneous agreements, proposals, and representations, whether written or oral. In the event of a conflict between these Terms and an Order Form, the Order Form shall control with respect to the subject matter of such Order Form.

15.7 Severability

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

15.8 Waiver

The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by the party granting the waiver.

15.9 Modifications

Company may update these Terms from time to time. Material changes will be communicated to Customer via email or through the Platform at least thirty (30) days before they take effect. Customer’s continued use of the Platform after such changes take effect constitutes acceptance of the updated Terms. If Customer does not agree to the updated Terms, Customer must cease using the Platform and may terminate its subscription.

15.10 Independent Contractors

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

15.11 Third-Party Beneficiaries

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

15.12 Export Compliance

Customer shall not export or re-export the Platform or any related technology in violation of applicable export control laws and regulations, including United States Export Administration Regulations (EAR) and Office of Foreign Assets Control (OFAC) sanctions.

15.13 Government Users

If Customer is a U.S. government entity or the Platform is being acquired for use by or on behalf of the U.S. government, the Platform is “commercial computer software” and “commercial computer software documentation” as those terms are defined in 48 C.F.R. §2.101, and the rights of the U.S. government are as specified in 48 C.F.R. §12.212 and 48 C.F.R. §227.7202.

Contact Information

For questions about these Terms of Service, please contact:

42 Consulting LLC
Email: legal@42ims.com
Website: https://ai.42ims.com