These Terms of Service ("Terms") constitute a binding legal contract between you and Suisse AI AG (“Suisse AI”, “we”, or “us”). Our Terms regulate your access to and utilization of our website, products, and services, inclusive of their web interfaces, application programming interfaces ("APIs"), additional software, tools, services, documentation, content, intellectual property, and functions we may provide (collectively referred to as our “Services”).

Before using our Services, we advise you to carefully peruse our Terms. Acceptance of our Terms or the subsequent access or use of our Services signifies your consent to be bound by and adhere to our Terms, and signifies that you have read and understand our Privacy Policy and Acceptable Use Policy. If you are in disagreement with our Terms, or if you object to our Privacy Policy or Acceptable Use Policy, please refrain from accessing or using our Services.

Should you accept our Terms on behalf of a company, organization, or another entity, you affirm and declare that you are authorized to bind the company, organization, or other entity for whom you are accepting our Terms—you and such entity, collectively, are referred to as “you” in this context—and you agree on behalf of that entity that such entity is bound by our Terms. If you are accepting our Terms for yourself, then you agree to be personally bound by our Terms—here, you are “you” individually.

Alterations to Terms

1. Our Terms may be revised and updated periodically, at our sole discretion. If you persist in the use of our Services following the posting of the updated Terms on our Services or following the provision of such notice of changes, this implies that you accept and agree to the updated Terms. If you reject the updated Terms, you must cease to access or use our Services.

2. Accounts To access or utilize our Services, you may be asked to register for an account and provide certain information. This information should be accurate, up-to-date, and complete. You consent to us using this information to communicate with you about our Services, and that our communications will satisfy any requirements for legal notices.

Your account is exclusive to you. All passwords, API tokens, or other access credentials to our Services must be kept confidential and not disclosed to any other individual or entity. Providing any other individual or entity with access to our Services using your account credentials is prohibited. You bear responsibility for all activity under your account or with your access credentials. Promptly notify us at support@suisseai.com if you become aware of any unauthorized access to or use of your account or access credentials. Unless otherwise specified in a separate agreement with you, we reserve the right to terminate your access to our Services or your account per Section 7 below.

You may deactivate your account by contacting us at support@suisseai.com. Evaluation and Additional Services 3. Where applicable, we may allow you to evaluate our Services for a limited time or with limited functionality, possibly with restrictions on the number of concurrent users, the method of access to our Services, or the number of characters per Prompt. These Services are intended for your internal, non-commercial use only.

The use of specific Services may necessitate your acceptance of additional terms. These terms will supplement our Terms with respect to those Services and may revise or update your rights or obligations regarding those Services, including your obligations to pay fees. Accepting these terms on behalf of a company, organization, or other entity, means you affirm and declare that you are authorized to bind that entity to these additional terms.

4. Suisse AI Usage Rights, Obligations, and Limitations Please ensure to acquaint yourself with our Appropriate Use Policy, which delineates the sanctioned use of our Services. Adherence to our Terms, our Appropriate Use Policy, and all relevant laws, rules, and regulations (the “Authorized Use”) is mandatory when accessing and utilizing our Services. The usage or access of our Services is strictly prohibited in the following instances. If there is any discrepancy or uncertainty with the Appropriate Use Policy, the Policy will prevail: Violation of any relevant law, which includes but is not limited to, laws regarding data or software exportation to and from the United States or other countries. Creation of any product or service that rivals our Services, specifically the development or training of any artificial intelligence or machine learning algorithms or models. Decompilation, reverse engineering, disassembling, or any attempt to make our Services understandable in human language, unless such actions are legally sanctioned. Unauthorized data extraction from our Services that contradicts the stipulations of these Terms. Utilization of our Services or Materials to access unauthorized systems or information, or to deceive any individual. Infringement, misappropriation, or violation of intellectual property or any other legal rights (including rights of publicity or privacy). Engaging in any activity that obstructs or discourages any individual from using our Services, or that, in our sole discretion, exposes us, our users, affiliates, or any third party to any liability, damages, or detriment of any kind. Assisting any individual in performing any of the above actions.

5. Proprietorship of the Services The Services are under the proprietorship and management of Suisse AI along with our partners, licensors, and service suppliers (collectively referred to as "Providers"). We, alongside our Providers, retain all of our respective rights, ownership, and interest, including all intellectual property rights, in and relating to the Services. Except for the access and usage rights explicitly given in our Terms, no further rights, ownership, or interest in or to our Services is granted through our Terms.

6. Input, Output, and Contents Rights to Content. Our Services may enable you to submit texts, documents, or other contents for processing ("Input"). In turn, our Services may generate responses based on your Input ("Output"). The Input and Output are collectively referred to as "Contents". You affirm and guarantee that you possess all necessary rights, have given any necessary notices, and have secured any necessary consents, for us to process any Input you submit to the Services in accordance with our Terms. Additionally, you guarantee that your submission of Input to us will not contravene our Terms, our Acceptable Use Policy, or any laws applicable to that Input—including intellectual property laws and any privacy or data protection laws overseeing personal information contained in your Input. Except as explicitly provided in our Terms, you retain all rights, ownership, and interest—including any intellectual property rights—that you hold in and to your Input. Subject to this Section 6(a) and without limiting Section 12, we authorize you to use the Output for the Permitted Use. Personal Information. Should you submit any personal information to us in relation to your use of the Services, whether as part of your Input or otherwise, you acknowledge that our Privacy Policy dictates our use and processing of such personal information. Nature of Output. Responses that the Services generate based on materials submitted by third parties ("Third-Party Output") may be identical or similar to third-party materials or Output generated based on your Input. You acknowledge that Third-Party Output are not your Output and that you have no rights, ownership, or interest in or to any Third-Party Output. Dependence on Output. We provide no assurances or warranties with regard to the accuracy of any Output. We advise against relying on any Output without independently verifying their accuracy. Output may contain significant inaccuracies even if they appear accurate due to their level of detail or specificity. The Services and any Output may not reflect accurate, current, or complete information. Our Use of Contents. We may utilize the Contents to enhance, maintain, and improve the Services and to devise other products and services. We commit not to train our machine learning models on any Input or Output that are not publicly available; nonetheless, if you provide Feedback to us (through the Services or otherwise) concerning any Input or Output, we may utilize that Feedback as per Section 10.

7. Alteration, Suspension, Termination of the Services Our Services are innovative and will evolve. Unless we explicitly say otherwise in a separate agreement with you, we reserve the right to modify, suspend, or terminate the Services, your access to the Services, or your account at any time, at our sole discretion, without giving prior notice, and we will not be held responsible for any changes to or any suspension or termination of the Services or your access to them, to the maximum extent permissible under applicable law.

8. Charges and Payments You may be obligated to pay charges to Suisse AI to access or use the Services or certain features of the Services. You are accountable for paying any relevant charges listed on the Services. Unless explicitly provided in these Terms, all charges are non-refundable, to the fullest extent permissible under applicable law. Charges may be recurring or based on usage. If these charges are designated to be recurring or based on usage, you agree that we may bill such charges periodically to the payment method you specify at the time of your initial purchase (your "Payment Method"). By using a Payment Method to pay charges, you explicitly agree that we are authorized to charge the fees, along with any applicable taxes, to the Payment Method. Except where we specifically agree otherwise in a separate contract with you, you acknowledge and agree that any charges for access to or use of the Services may increase at any time. Additional charges may apply for additional Services or features of the Services that Suisse AI may make available. In such cases, we will provide you with notice before charging the additional fees. If we charge additional fees in connection with our Services, you will have an opportunity to review and accept the additional fees that you will be charged, before being charged. If you do not accept any such additional fees, we may discontinue your access to the Services or features. You acknowledge and agree that we will not be held liable for any errors caused by third-party payment processors that we may use.

9. Interaction with Third-Party Services and Content Our Services may interact with or be used in conjunction with third-party content, services, or integrations. Suisse AI does not hold control over or assume responsibility for any loss or damage that may arise from your interaction with any third-party content, services, and integrations. We offer no guarantees or endorsements regarding these third-party services. Your engagement with any third-party content, services, and integrations is solely at your discretion and is subject to the terms, conditions, and policies, including privacy policies, of such third-party entities.

10. User Feedback You provide us with an unrestricted, non-exclusive, permanent license to utilize all feedback, ideas, or suggested improvements you supply to us (through the Services or otherwise) pertaining to the Services, Prompts, or Results, collectively referred to as "Feedback." You consent to Suisse AI and our Providers using this Feedback along with the associated Prompts and Results, or any derivative thereof, in any way we see fit, including but not limited to our Services' development, enhancement, and marketing, without any obligation for compensation or credit to you.

11. Confidentiality Confidential Information: We may share information that we categorize as confidential or proprietary, or that should reasonably be perceived as confidential or proprietary under the circumstances (“Confidential Information”) during your use of the Services. Obligations: You may use our Confidential Information only in accordance with the Permitted Use. You may share our Confidential Information solely with your employees and agents who require such information for the Permitted Use and who are bound by confidentiality commitments at least as stringent as those detailed in our Terms. You will shield the Confidential Information from unauthorized use, access, or disclosure with at least the same diligence you employ for your highly confidential information, ensuring a minimum of reasonable care. You bear responsibility for all uses and disclosures of Confidential Information by any party whom you grant access to such Confidential Information ("Representatives"). Exclusions: This section's obligations do not apply to Confidential Information that you can prove (i) was already known to you without confidentiality obligations at the time of our disclosure; (ii) was disclosed to you by a third party without a confidentiality obligation; (iii) was or becomes publicly available through no fault of yours or of your Representatives; or (iv) was independently developed by you without using the Confidential Information. You may disclose the Confidential Information as required by law, but you agree to notify us promptly of such required disclosure, except where expressly prohibited by law, and to fully cooperate with us in trying to limit such disclosure. Destruction: Upon our request, you will promptly destroy all Confidential Information in the possession or control of you and your Representatives.

12. Disclaimers, Limitation of Liability, and Indemnification YOUR USE OF THE SERVICES AND MATERIALS IS ENTIRELY AT YOUR OWN RISK. THE SERVICES AND RESULTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY FORM OF GUARANTEE TO THE MAXIMUM EXTENT PERMISSIBLE UNDER APPLICABLE LAW. WE AND OUR PROVIDERS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, ACCURACY, AVAILABILITY, RELIABILITY, SECURITY, PRIVACY, COMPATIBILITY, NON-INFRINGEMENT, AND ANY WARRANTIES IMPLIED BY CUSTOM, COURSE OF DEALING, OR TRADE USAGE. UNDER NO CIRCUMSTANCES SHALL SUISSE AI, OUR PROVIDERS, AND OUR AND THEIR RESPECTIVE AFFILIATES, INVESTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUCCESSORS OR ASSIGNS, COLLECTIVELY REFERRED TO AS THE "SUISSE AI PARTIES," BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, EXEMPLARY OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES, THE MATERIALS, OR THESE TERMS, WHETHER UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF THE SUISSE AI PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF THE DAMAGES WERE FORESEEABLE. YOU AGREE TO INDEMNIFY AND HOLD HARMLESS THE SUISSE AI PARTIES FROM ANY LIABILITIES, CLAIMS, DAMAGES, EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS), AND OTHER LOSSES ARISING OUT OF YOUR BREACH OR ALLEGED BREACH OF THESE TERMS, YOUR USE OF THE SERVICES OR THE MATERIALS, YOUR FEEDBACK, ANY PRODUCTS OR SERVICES THAT YOU DEVELOP, OFFER, OR MAKE AVAILABLE USING OR IN CONNECTION WITH THE SERVICES, YOUR VIOLATION OF ANY APPLICABLE LAW OR THIRD-PARTY RIGHT, AND ANY ALLEGED OR ACTUAL FRAUD, INTENTIONAL MISCONDUCT, GROSS NEGLIGENCE, OR CRIMINAL ACTS COMMITTED BY YOU OR YOUR EMPLOYEES OR AGENTS. SUISSE AI RESERVES THE RIGHT TO EMPLOY SEPARATE COUNSEL AND TO TAKE OVER THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH CASE YOU AGREE TO COOPERATE WITH US AND OUR SEPARATE COUNSEL AS WE REASONABLY REQUEST.

13. Termination Unless specifically stated otherwise in a separate agreement with you, we reserve the right to terminate our Terms at any time by providing notice to you. Our Terms will terminate automatically without notice if you violate or breach any provision of our Terms. You can also terminate our Terms at any time, for any reason, by discontinuing your access to and use of the Services. Upon termination, the rights granted to you under our Terms to access and use the Services will cease immediately, and you must destroy all Confidential Information in your possession or control. Upon termination of our Terms or your access to the Services, we may choose to delete any Materials or other data associated with your account. Sections 5, 6, 8 (with respect to outstanding fees as of such termination), and 9 through 15 will remain in effect beyond any expiration or termination of our Terms.

14. Miscellaneous Provisions Additional Conditions: In utilizing our Services, you are obligated to adhere to any guidelines, rules, or additional terms related to these Services, which may be updated on the Services periodically. Should we request that you evaluate and accept any additional terms which contradict our Terms directly, the additional terms will take precedence over our Terms with regard to your usage of the specific Services controlled by these additional terms, only in the instance of such contradiction. Complete Agreement; Non-Transferable: Our Terms, along with any other terms included by reference, form the comprehensive agreement between you and us pertaining to the subject matter of our Terms. Without our prior written consent, our Terms cannot be transferred or assigned by you, however, we may assign them without limitation. Equitable Remedy: You agree that, if you breach Section 4 (Use Rights, Requirements, and Restrictions), Section 11 (Confidentiality), or Section 14 (Arbitration), (a) there are no sufficient remedies available at law; (b) it would be challenging to quantify the damages from such breach, and any such breach would inflict irreversible harm; and (c) injunctive relief provides the optimal remedy for any such breach. Consequently, you renounce any opposition to such injunctive relief and any demand that we demonstrate actual damage or post a bond or other security in connection with such injunctive relief. Absence of Joint Venture, Partnership, Employment, or Agency Relationship: You acknowledge that our Terms or your access to or usage of the Services does not create a joint venture, partnership, employment, or agency relationship between you and us. Non-Sponsorship: Without our previous written consent, you may not use our name, logo, or other trademarks to endorse products or services other than the Services, or in any other way that implies our affiliation, endorsement, or sponsorship. Severability: If a court or other legal body of competent jurisdiction deems any provision of our Terms invalid, illegal, or unenforceable for any reason, such provision will be eliminated or limited to the minimum extent required to align with applicable law, ensuring that the remaining provisions of our Terms continue in full force and effect. Non-Waiver: Any waiver by us of any term or condition set forth in our Terms will not be considered a subsequent or continuing waiver of such term or condition, or a waiver of any other term or condition, and any failure by us to assert a right or provision under our Terms will not constitute a waiver of such right or provision. Legal Compliance: We may conform to governmental, court, and law enforcement requests or requirements relating to the provision or use of the Services, or to information provided to or gathered under our Terms. We retain the right, at our sole discretion, to report Prompts or Results to law enforcement. Governing Law; Exclusive Jurisdiction: Our Terms will be governed by and construed in accordance with the laws of the Canton Zug of Switzerland, without considering conflict of law principles. If a lawsuit or court proceeding is allowed under our Terms, you and Suisse AI agree that any such dispute will be litigated in the state or federal courts located in Canton Zug in Switzerland, and you and Suisse AI submit to the personal and exclusive jurisdiction of those courts. By using the Services, you renounce any claims that may arise under the laws of other jurisdictions. Government Usage: The Services were exclusively developed at private expense and are commercial computer software and commercial computer software documentation within the purview of the relevant Federal Acquisition Regulations and their agency supplements. Therefore, Government users of the Services will have only those rights that are granted to all other end users of the Services under these Terms. Export and Sanctions: You are prohibited from exporting or providing access to the Services into any U.S. embargoed countries or to anyone on (i) the U.S. Treasury Department’s list of Specially Designated Nationals, (ii) any other restricted party lists identified by the Office of Foreign Asset Control, (iii) the U.S. Department of Commerce Denied Persons List or Entity List, or (iv) any other restricted party lists. You affirm that you and anyone accessing or using the Services on your behalf, or using your account credentials, are not such persons or entities and are not located in any such country.