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Terms of Service

Effective Date: January 1, 2025Last Updated: May 28, 2025Version 1.1

1. Acceptance of Terms

By accessing or using the Spectro AI platform, services, or software (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind such organization to these Terms.

IMPORTANT: Individual agreements executed between Spectro AI Inc. ("Company," "we," "us," or "our") and specific clients shall supersede and prevail over these standard Terms to the extent of any conflict.

2. Description of Services

Spectro AI provides an artificial intelligence-powered fraud detection platform specializing in document analysis, image forensics, and claim verification for the insurance industry. Our Services include:

  • Digital document and image analysis
  • AI-powered fraud detection algorithms
  • Metadata and EXIF analysis
  • External database verification
  • Case management and reporting tools
  • API access for enterprise integrations

3. License Grant and Restrictions

3.1 Limited License

Subject to your compliance with these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your internal business purposes and legitimate fraud detection activities.

3.2 Restrictions

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

  • Reverse engineer, decompile, disassemble, or attempt to discover the source code of the Services
  • Modify, adapt, or create derivative works based on the Services
  • Rent, lease, lend, sell, sublicense, or transfer the Services
  • Use the Services for any unlawful purpose or in violation of any applicable laws
  • Circumvent or disable any security features or access controls
  • Use automated means to scrape, crawl, or access the Services without our express written permission
  • Impersonate any person or entity or falsely state your affiliation
  • Interfere with or disrupt the integrity or performance of the Services

4. Intellectual Property Rights

All right, title, and interest in and to the Services, including all intellectual property rights therein, are and shall remain the exclusive property of Spectro AI Inc. and its licensors. The Services are protected by copyright, trademark, trade secret, and other intellectual property laws. You acknowledge that no title to the intellectual property in the Services is transferred to you.

Any feedback, suggestions, or improvements you provide regarding the Services shall become the sole property of Spectro AI Inc., and we shall have the unrestricted right to use such feedback without compensation to you.

5. Data Processing and Privacy

Your use of the Services is subject to our Privacy Policy and, where applicable, our Data Processing Agreement. You acknowledge and agree that we may process data as described in these documents. You represent and warrant that you have obtained all necessary consents and have the legal right to submit any data to the Services.

6. Confidentiality

Each party shall maintain the confidentiality of the other party's Confidential Information and shall not use such Confidential Information except as necessary to perform under these Terms. "Confidential Information" means all non-public, proprietary, or confidential information disclosed by one party to the other, including but not limited to the Services, algorithms, methodologies, and customer data.

7. Payment Terms

Fees for the Services shall be as set forth in the applicable order form or enterprise agreement. All fees are non-refundable except as expressly provided herein. Late payments shall accrue interest at the rate of 1.5% per month or the maximum rate permitted by law, whichever is less.

8. Disclaimers and Limitations of Liability

8.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WE EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

8.2 Limitation of Liability

IN NO EVENT SHALL SPECTRO AI INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OR INABILITY TO USE THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

9. Indemnification

You agree to indemnify, defend, and hold harmless Spectro AI Inc., its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from: (i) your use of the Services; (ii) your violation of these Terms; (iii) your violation of any third-party right, including any intellectual property right or privacy right; or (iv) any claim that your use of the Services caused damage to a third party.

10. Term and Termination

10.1 Term

These Terms commence on the date you first access the Services and continue until terminated as set forth herein.

10.2 Termination

Either party may terminate these Terms at any time with thirty (30) days written notice. We may terminate or suspend your access immediately, without prior notice or liability, for any reason, including breach of these Terms.

10.3 Effect of Termination

Upon termination, your right to use the Services will immediately cease. All provisions of these Terms which by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

11. Governing Law and Dispute Resolution

11.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

11.2 Arbitration

Any dispute arising out of or relating to these Terms shall be resolved through binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The arbitration shall be conducted in Delaware, and judgment on the award may be entered in any court having jurisdiction.

11.3 Injunctive Relief

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidentiality obligations.

12. General Provisions

12.1 Entire Agreement

These Terms, together with any applicable order forms or enterprise agreements, constitute the entire agreement between you and Spectro AI Inc. regarding the Services and supersede all prior agreements and understandings.

12.2 Amendment

We reserve the right to modify these Terms at any time. We will provide notice of material changes at least thirty (30) days before the effective date. Your continued use of the Services after such changes constitutes acceptance of the modified Terms.

12.3 Severability

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

12.4 No 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.

12.5 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

13. Contact Information

For questions about these Terms of Service, please contact us at:

Spectro AI Inc.

Legal Department

Email: legal@spectrorisk.com

Website: spectrorisk.com

By using Spectro AI Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.