If you or the entity or organization you represent purchase a paid subscription to DAVI products or services directly from DAVI, use of such products or services is subject to the standard Terms of Use available at https://docs.retorik.ai/legal/master-subscription-agreement, and not to these Terms of Use.

If you or the entity or organization you represent use a DAVI product or service obtained through a reseller or managed service provider authorized by DAVI, use of such product or service is subject to the pass-through Terms of Use available at https://docs.retorik.ai/legal/pass-through-agreement, and not to these Terms of Use.

These Terms of Use (these "Terms") contain the terms and conditions governing your free and unlimited use of the Services (as defined below), and govern the contractual relationship between DAVI, Inc., a company with a share capital of 62,904 euros registered with the Trade and Companies Register of Nanterre under number RCS: 433 940 194 and whose registered office is located at 19 rue Godefroy 92800 Puteaux ("DAVI"), and you or the entity or organization you represent.

If you are an individual using the Services for your own purposes: (1) all references to "Customer" pertain to you and (2) you represent and warrant that you are at least 18 years old, or have otherwise reached the "age of majority" where you reside, and that you have the right, power and authority to enter into these Terms.

If you are using the Services on behalf of an entity or organization you represent: (1) all references to "Customer" are to that entity or organization and (2) you represent and warrant that you are at least 18 years old, or have otherwise reached the "age of majority" where you reside, and that you have the right, power and authority to enter into these Terms on behalf of the Customer.

These Terms become binding and effective for the Customer on the earlier of: (1) when you access or use the Services, (2) when you click an "I Accept", "Sign Up" or similar button or checkbox for use of the Services in an interface that references these Terms, or (3) when DAVI provides you with access to the Services free of charge (the "Effective Date").

IMPORTANT: The Services are provided free of charge on an unlimited basis. DAVI does not guarantee any availability, performance or support. The Services may be modified, suspended or discontinued at any time without notice. Use of the Services under this agreement is PROVIDED WITHOUT WARRANTY AND WITHOUT ANY SERVICE COMMITMENT.

Capitalized terms not otherwise defined in these Terms shall have the respective meanings assigned to them in Section 24.

1. Free Access​

1.1. Nature of Access​

These Terms set forth the conditions under which Customer may access and use the Services free of charge on an unlimited basis. Access to the Services is provided gratuitously, without any commitment from DAVI regarding the availability or continuity of the Services. Free use of the Services is subject to usage limits (conversation volume, available features, etc.) defined in the free plan available at https://retorik.ai/pricing or in the Customer's dashboard. DAVI reserves the right to modify these limits, suspend or terminate Customer's access to the Services at any time and without notice.

1.2. Unlimited Duration​

Free access to the Services is not time-limited. Customer may continue to use the Services free of charge for as long as DAVI offers this option, subject to compliance with these Terms and DAVI's right to terminate access at any time in accordance with Section 15.

1.3. Conversion to Paid Subscription​

Customer may at any time convert their free access to a paid subscription. In such case, the applicable terms will be those available at https://docs.retorik.ai/legal/master-subscription-agreement and these Terms will cease to apply as of the conversion date.

2. Access and Use​

2.1. Use of Services​

Subject to these Terms, DAVI hereby grants Customer the limited, revocable, and non-exclusive right to access and use the Services in accordance with the Documentation for the Customer Environment. Customer may use the Services for internal purposes within the usage limits defined by DAVI for free accounts, as specified on the plans page at https://retorik.ai/pricing and in Customer's dashboard. Exceeding these limits may result in suspension or restriction of access to the Services. Customer acknowledges that use of the Services by Customer to provide services to third parties for commercial purposes requires a paid subscription.

2.2. Customer Components​

As between the parties, Customer controls the Customer Environment and its individual components (each, a "Customer Component"), whether owned, leased or licensed by Customer, located on Customer's premises or cloud-based, or used by Customer on a software as a service or other basis. Customer is solely responsible for the selection, implementation, activation, deactivation and configuration of connections between Customer Components and the Services (the "Connections") and the configuration of the Services, including with respect to how they interact with Customer Components. By connecting a Customer Component to the Services, Customer hereby grants DAVI the right, and expressly requests DAVI, to access and interoperate with such Customer Component solely to provide the Services. Customer is responsible for ensuring that access, use and interoperation of Customer Components with the Services comply with all terms, policies and licenses applicable to Customer Components and associated data and Connections (collectively, "Customer Component Terms").

2.3. Data​

Through Customer's configuration and use of the Services, Customer has control over the types and quantities of data from the Customer Environment that are submitted to the Services or are otherwise uploaded to the Services (collectively, but excluding Account Data, "Customer Data"). By submitting Customer Data to the Services, Customer hereby grants DAVI, its affiliates and contractors the right, and expressly requests DAVI, its affiliates and contractors, to process Customer Data to provide and support the Services as described in the Documentation and these Terms. DAVI will be responsible for the actions and omissions of its affiliates and subcontractors undertaken in connection with DAVI's performance under these Terms to the same extent as DAVI would be responsible if it directly performed the Services. Customer authorizes DAVI to use information about Customer's configuration and use of the Services ("Usage Data"), Customer Data and Account Data to: (a) manage Customer's account; (b) provide and improve the Services; and (c) provide information, service and feature announcements and other reports. Customer agrees that DAVI may use aggregated or anonymized Customer Data and Usage Data for any commercial purpose during or after the term of these Terms, including, but not limited to, developing and improving DAVI products and services and creating and distributing information, reports and other documents.

2.4. Data Access, Sharing and Portability​

Customer retains full ownership of Customer Data generated by use of the Services. Upon termination of access, Customer will have thirty (30) days to download and export their Customer Data. After this period, DAVI may delete Customer Data without further notice. DAVI has no obligation to retain Customer Data beyond this thirty (30) day period following termination.

2.5. Limited Sublicense​

All rights granted by DAVI to Customer under this Section 2 are limited, revocable, non-exclusive and non-transferable.

3. Availability​

DAVI DOES NOT GUARANTEE ANY AVAILABILITY OF THE SERVICES UNDER THIS AGREEMENT. The Services may be interrupted, suspended or modified at any time without notice. DAVI makes no commitment to any availability standard and offers no credit, refund or compensation in case of interruption or unavailability of the Services.

4. Support​

NO SUPPORT IS GUARANTEED UNDER THIS AGREEMENT. DAVI may, at its sole discretion, provide limited support to Customer, but has no contractual obligation to do so. Any support provided will be on a "best effort" basis without commitment to response or resolution times. Customer should not use the Services for critical or production applications that require guaranteed support.

5. Security and Privacy​

Each party has security and privacy obligations as set forth in these Terms, which it deems appropriate in accordance with the requirements of Privacy Laws in light of the nature, purpose and risks of processing Personal Data in connection with the Services.

5.1. Security​

DAVI will implement reasonable technical and organizational measures to protect Customer Data and Account Data. However, given the free and experimental nature of the Services, Customer acknowledges that security measures may be less robust than those offered for paid services. Customer is responsible for proper configuration of the Services in accordance with the Documentation, enabling authentication for Customer accounts and securing passwords, keys, tokens or other credentials used by Customer in connection with the Services (collectively, "Customer Credentials"). Customer agrees to make reasonable efforts to prevent unauthorized access or use of the Services and to promptly notify DAVI if Customer believes that (a) Customer Credentials have been lost, stolen or made available to an unauthorized third party or (b) an unauthorized third party has accessed the Services or Customer Data.

5.2. Privacy​

The parties agree to comply with the Data Processing Addendum, which is incorporated into these Terms. Customer agrees that it will transfer Personal Data to the Services only to the extent necessary for Customer to access and use the Services and to the extent permitted by Privacy Laws given the nature of the Personal Data and the specifics of the Services and the terms of these Terms. CUSTOMER MUST NOT USE THE SERVICES TO PROCESS SENSITIVE INFORMATION OR CRITICAL PERSONAL DATA. Customer must make reasonable efforts to restrict the inclusion of Personal Data in Customer Data, including by applying filters, masks and other tools and configurations described in the Documentation.

6. Concealed Work​

6.1. Registration Declaration​

DAVI declares that it is registered with the RCS and URSSAF and that its registrations expressly cover all its activities for the performance of these Terms.

6.2. Obligation to Provide Concealed Work Compliance Documents​

In accordance with Articles L 8221-1 et seq. of the French Labor Code and in accordance with Article D 8222-5 of the same Code, DAVI undertakes to provide Customer, upon request, with the following documents:

• A copy of the tax notice relating to business tax,
• An extract from Kbis attesting to its registration in the trade register,
• A sworn statement established by the Company, certifying that the work is performed by employees who are regularly employed in accordance with Articles D.8222-5, D.8222-7 and D.8222-8 of the French Labor Code.

7. Customer Responsibilities and Restrictions​

7.1. Customer Responsibilities​

Customer will be solely responsible for: (a) the Customer Environment, including, as necessary to enable Authorized Users to access and use the Services; (b) Account Data, Customer Data and Customer Credentials (including activities conducted with Customer Credentials), subject to DAVI's obligations under these Terms; (c) providing and receiving all required notices and any required consents and authorizations from providers of Customer Components, Authorized Users and individuals whose Personal Data may be included in Account Data, Customer Data or Customer Credentials and complying with Customer Component Terms.

7.2. Customer Restrictions​

Nothing in these Terms includes the right and Customer shall not, directly or indirectly: (a) permit any person or entity other than Authorized Users to access and use the Services; (b) use the Services for production purposes or to provide services to third parties; (c) attempt to gain unauthorized access to a Service or its related systems or networks; (d) use a Service to access DAVI's intellectual property rights, except as permitted by these Terms; (e) modify, copy or create a derivative work based on a Service or any part, feature or function of a Service; (f) resell, distribute or otherwise make available any Service to a third party, including as part of a managed services offering; (g) except to the limited extent permitted by applicable law, reverse engineer, disassemble or decompile any or all of the Services, or attempt to access, discover or recreate the source code of the Services; (h) access or use the Services or Documentation for the purpose of competing (or enabling others to compete) with DAVI, including copying ideas, features, functions or graphics; developing competitive products or services; or performing competitive analysis; (i) remove, obscure or alter any proprietary notices relating to the Services; (j) use the Services to send or store Malicious Code; (k) use or permit others to use the Services in violation of any law; or (l) exceed reasonable usage limits established by DAVI for free trial accounts.

7.3. DAVI Sanctions​

In the event DAVI reasonably believes a violation of Section 7.2 has occurred, DAVI will have the right to immediately suspend or terminate Customer's access to the Services without notice. DAVI has no obligation to provide notice or opportunity for remediation in the context of free access.

8. Compliance with Applicable Laws​

Each party agrees to comply with all applicable laws with respect to the performance of its obligations and the exercise of its rights under these Terms. Without limiting the foregoing:

8.1. Anti-Corruption and Anti-Influence Peddling​

Each party must comply with applicable anti-corruption and anti-influence peddling laws, in accordance with the recommendations of the French Anti-Corruption Agency. As of the Effective Date, each party represents that it has not received, given or offered any unlawful or inappropriate bribe, payment, gift or value from an employee, agent or representative of the other party or its affiliates in connection with these Terms. Each party agrees to promptly notify the other party if it learns of a violation of the foregoing. This representation is not intended to include usual and reasonable gifts and entertainment provided in the ordinary course of business, to the extent such gifts and entertainment are permitted by applicable law.

8.2. Economic Sanctions​

Neither party shall provide, directly or indirectly, DAVI software, Services, related technologies or technical data (i) to a person, entity, country or region identified on the consolidated screening list, available at https://www.consilium.europa.eu/en/policies/sanctions (ii) a person or entity in Russia or Belarus (collectively, "Target Sanctions"), or (iii) to any party owned 50% or more by one or more Target Sanctions. Each party represents that (a) it is not a Target Sanctions; and (b) it is not otherwise prohibited (on the basis of 50% ownership, location for operations or use, or other legally relevant factors) from providing or receiving Services, as applicable, without a license or other approval under export controls.

9. No Fees​

9.1. No Charges​

The Services are provided free of charge under this agreement. Customer will not be billed for access or use of the Services during the free trial period. However, if Customer exceeds reasonable usage limits established by DAVI or uses the Services beyond the trial period without subscribing to a paid subscription, DAVI reserves the right to suspend or terminate Customer's access.

9.2. No Payment Obligation​

Customer incurs no payment obligation solely from using the Services under this agreement. However, if Customer chooses to convert their free access to a paid subscription, the applicable billing terms will be those defined in the paid subscription agreement.

9.3. Overage Fees​

If DAVI, at its sole discretion, permits Customer to exceed standard usage limits for a free trial account, DAVI reserves the right to charge Customer for such excessive usage in accordance with the then-current pricing schedule.

10. Continuity and Conversion​

10.1. Continuity of Free Access​

Customer's free access to the Services will continue indefinitely subject to: (a) Customer's continued compliance with these Terms; (b) DAVI's maintenance of the free offering; and (c) DAVI's right to terminate access in accordance with Section 15. DAVI reserves the right to modify or discontinue the free access offering at any time upon reasonable notice to Customer.

10.2. Conversion to Paid Subscription​

Customer may at any time convert their free access to a paid subscription by contacting DAVI or signing up directly through DAVI's website. The conversion will take effect as of the activation date of the paid subscription and these Terms will be replaced by the terms applicable to paid subscriptions.

11. Taxes​

In the context of free access, no tax is applicable. If Customer converts their access to a paid subscription, the applicable tax terms will be those defined in the paid subscription agreement.

12. Ownership​

As between the parties: (a) Customer owns all right, title and interest in and to the Customer Environment and Customer Data, including in each case all associated Intellectual Property Rights, and (b) DAVI owns all right, title and interest in and to the Services, Documentation, DAVI Operational Data and Feedback, including in each case all associated Intellectual Property Rights. Both parties have the right to use threat actor data for the purpose of neutralizing the threat, including for third parties. Except for rights expressly granted by one party to the other in these Terms, all rights are reserved by the granting party.

13. Confidentiality​

13.1. Confidential Information​

As used in these Terms, "Confidential Information" means any information disclosed by a Party, its affiliates, business partners or their respective employees, agents or contractors (collectively, the "Discloser") that is designated as confidential, orally or in writing, or which, given the nature of the information or the circumstances surrounding its disclosure, should reasonably be considered confidential. Confidential Information includes, without limitation: (a) Customer Data; (b) information relating to the Discloser's or its affiliates' technology, customers, business plans, promotional and marketing activities, finances, pricing and other commercial affairs; (c) third-party information that the Discloser is required to keep confidential; and (d) the terms of these Terms. However, Confidential Information does not include information that: (i) was known to the party receiving Confidential Information (the "Recipient") without restriction on use or disclosure; (ii) is independently developed by the Recipient without reference to or use of the Discloser's Confidential Information; (iii) is acquired by the Recipient from another source without restriction on use or disclosure; or (iv) is or becomes publicly available without fault or action of the Recipient.

13.2. Use and Disclosure Restrictions​

Recipient must use at least the same degree of care it uses to protect the confidentiality of its own similar Confidential Information of the same nature (but not less than reasonable care) to: (a) use the Discloser's Confidential Information only as permitted by these Terms, unless the Discloser has given prior written consent for other uses, and (b) disclose the Discloser's Confidential Information only to Recipient's or its affiliates' employees, partners, contractors (including legal counsel and accountants) and service providers ("Representatives") who (i) are bound by non-use and non-disclosure obligations and (ii) need to know the Confidential Information for Recipient to exercise its rights or perform its obligations under these Terms. Recipient is responsible for any violation of these obligations by its Representatives to the same extent as it is responsible for its own violations.

14. Disclaimer​

14.1. NO WARRANTY​

THE SERVICES ARE PROVIDED FREE OF CHARGE AS PART OF A TRIAL, BETA OR PROOF OF CONCEPT. ACCORDINGLY, THE SERVICES ARE PROVIDED "AS IS", "AS SUCH" AND "AS AVAILABLE" WITHOUT ANY WARRANTY OF ANY KIND. DAVI EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY AND NON-INFRINGEMENT. DAVI DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

14.2. Features and Limitations​

CUSTOMER ACKNOWLEDGES AND AGREES THAT THE FREE SERVICES MAY HAVE LIMITED FEATURES COMPARED TO PAID VERSIONS AND MAY CONTAIN BUGS, ERRORS OR OTHER PROBLEMS THAT COULD CAUSE SYSTEM FAILURES, DATA CORRUPTION OR LOSS OF DATA AND/OR INFORMATION. DAVI STRONGLY RECOMMENDS THAT CUSTOMER REGULARLY BACK UP ALL IMPORTANT DATA.

14.3. No Service Commitment​

DAVI MAKES NO COMMITMENT REGARDING AVAILABILITY, PERFORMANCE, FUNCTIONALITY OR SUPPORT OF THE SERVICES. THE SERVICES MAYCHANGED, SUSPENDED OR DISCONTINUED AT ANY TIME WITHOUT NOTICE. DAVI IS NOT RESPONSIBLE FOR ANY DATA LOSS, SERVICE INTERRUPTION OR ANY OTHER DAMAGE RESULTING FROM USE OF OR INABILITY TO USE THE SERVICES.

15. Term and Termination​

15.1. Term​

The term of these Terms begins on the Effective Date and continues indefinitely until terminated by either party in accordance with these Terms.

15.2. Termination by DAVI​

DAVI may terminate Customer's access to the Services at any time, with or without cause, with or without notice. DAVI may also suspend or limit Customer's access to the Services if DAVI believes, at its sole discretion, that Customer is violating these Terms or using the Services inappropriately.

15.3. Termination by Customer​

Customer may terminate their access to the Services at any time by ceasing to use the Services and deleting their account. Customer may submit an account deletion request to support@davi.ai.

15.4. Effect of Termination​

Upon termination of Customer's access to the Services: (a) all rights granted to Customer with respect to the Services will immediately cease; (b) DAVI will have no obligation to provide the Services to Customer or Authorized Users; (c) Customer will have thirty (30) days to download and export their Customer Data, after which DAVI may delete Customer Data without further notice; and (d) DAVI will have no obligation to retain, back up or return Customer Data beyond this thirty (30) day period.

15.5. No Compensation​

Customer acknowledges and agrees that in the event of termination, suspension or expiration of access to the Services, Customer will not be entitled to any compensation, refund or indemnification of any kind, as the Services are provided free of charge.

15.6. Survival​

The provisions set forth in the following sections, and any other rights or obligations of the parties under these Terms that by their nature should survive termination or expiration of these Terms, will survive any expiration or termination of these Terms: 2.3 (Data), 7.2 (Customer Restrictions), 12 (Ownership), 13 (Confidentiality), 14 (Disclaimer), 15 (Term and Termination), 16 (Limitations of Liability), 18 (Notices), 20 (Independent Parties; No Third Party Beneficiaries), 22 (Governing Law; Venue) and 23 (General Provisions).

16. Limitations of Liability​

16.1. TOTAL EXCLUSION OF LIABILITY​

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, DAVI, ITS AFFILIATES AND THEIR RESPECTIVE EMPLOYEES, AGENTS, CONTRACTORS, OFFICERS OR DIRECTORS SHALL NOT BE LIABLE IN ANY WAY FOR ANY DAMAGES OF ANY KIND ARISING FROM OR RELATED TO THESE TERMS OR THE USE OR INABILITY TO USE THE SERVICES, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOSS OF PROFITS, REVENUE, DATA, USE, GOODWILL OR ANY OTHER INTANGIBLE LOSS, EVEN IF DAVI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

16.2. LIMITED LIABILITY​

IF, NOTWITHSTANDING THE FOREGOING LIMITATION, DAVI IS FOUND LIABLE FOR ANY REASON WHATSOEVER, DAVI'S TOTAL AGGREGATE LIABILITY UNDER THESE TERMS SHALL IN NO EVENT EXCEED ONE HUNDRED EUROS (100 €). THIS LIMITATION APPLIES REGARDLESS OF THE BASIS OF LIABILITY, WHETHER IN CONTRACT, TORT, STATUTE OR OTHERWISE.

16.3. BASIS OF THE AGREEMENT​

CUSTOMER ACKNOWLEDGES THAT THE SERVICES ARE PROVIDED FREE OF CHARGE AND THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 16 ARE FUNDAMENTAL TO THE AGREEMENT BETWEEN THE PARTIES. DAVI WOULD NOT OFFER THE SERVICES FREE OF CHARGE WITHOUT THESE LIMITATIONS.

16.4. Limited Exceptions​

The limitations of liability in this Section 16 do not apply to: (i) fraud or willful misconduct by DAVI; or (ii) any liability that cannot be excluded or limited under applicable law.

17. Publicity​

DAVI may mention Customer's name as a user of the Services in its public communications, website and promotional materials, unless Customer objects in writing to support@davi.ai. Customer shall not make public statements regarding its use of the Services or its affiliation with DAVI without DAVI's prior written consent.

18. Notices​

18.1. Notice of Breach​

Notices for claims made for breach of the Terms must be sent to (a) DAVI, at its Puteaux, France registered office address (provided at https://www.davi.ai/contact/), with a copy to davi@davi.ai or (b) to Customer at the email addresses identified in the Account Data. All legal notices required or permitted under this Section 18.1 must be given in writing.

18.2. Other Communications​

• (a) To DAVI. For all other notices or communications to DAVI, Customer may contact support@davi.ai.
• (b) To Customer. For all other notices or communications to Customer, DAVI will contact a Customer Administrator by email or communicate through the Services.

19. Affiliates​

19.1. Authorized Affiliates​

Customer may authorize its affiliates (each, an "Authorized Affiliate") to access and use the Services as part of its free trial account, subject to applicable usage limits. In such cases, Customer will be responsible for such Authorized Affiliate's compliance with the terms of these Terms.

19.2. Customer Liability for Affiliates​

Customer will be jointly responsible for compliance with these Terms with its Authorized Affiliates. As between DAVI and Customer, Customer accepts full responsibility for the acts and omissions of its Authorized Affiliates.

20. Independent Parties; No Third Party Beneficiaries​

The parties expressly understand and agree that their relationship is that of independent contractors. Nothing in these Terms constitutes a party as an employee, agent, joint venture partner or servant of another. These Terms are for the sole benefit of the parties and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of these Terms.

21. Force Majeure​

Neither party will be liable to the other party, or be deemed to have defaulted or breached these Terms, for any failure or delay in performing or performing any condition of these Terms, when and to the extent such failure or delay is caused by events beyond the reasonable control of the party concerned, including acts of force, pandemics, floods, fires or explosions; war, invasion, riots or other civil disturbance; terrorist or criminal acts; cyberattacks; Internet disruptions; embargoes or blockades in effect on or after the date of these Terms; or national or regional emergency (each of the foregoing, a "Force Majeure Event").

22. Governing Law; Venue​

1. French law shall govern any interpretation of the contract, particularly with regard to the contractual liability and tort liability of the parties.
2. All disputes relating to these Terms that cannot be settled amicably shall be submitted to the Commercial Court of Nanterre, to which jurisdiction is expressly attributed, regardless of the defendant's domicile, as well as in case of third-party warranty claims or multiple defendants.
3. The parties agree that the United Nations Convention dated April 11, 1980 on Contracts for the International Sale of Goods is specifically excluded from application to these Terms.

23. General Provisions​

23.1. Entire Terms​

These Terms constitute the complete and exclusive statement of the agreement between the parties and supersede all proposals, questionnaires and other communications and agreements between the parties (oral or written) relating to the subject matter of these Terms.

23.2. Amendment​

DAVI may amend these Terms at any time by posting a revised version at https://docs.retorik.ai/legal/freemium-agreement. Customer's continued use of the Services after posting of amendments constitutes acceptance of the amended Terms.

23.3. No Waiver​

Failure of a party to exercise or enforce a condition, term or provision of these Terms shall not constitute a waiver of that condition, term or provision.

23.4. Severability​

If any provision of these Terms is found to be invalid or unenforceable, the remainder of the Terms will remain in full force and effect.

23.5. Headings​

The headings in these Terms are provided for reference only and do not affect the interpretation of these Terms. For purposes of these Terms, the words "includes", "including" and "including" are deemed to be followed by the words "without limitation"; the word "or" is not exclusive; and the words "herein", "hereof", "above", "below" and "hereafter" refer to these Terms as a whole.

24. Definitions​

Capitalized terms not otherwise defined in these Terms have the respective meanings assigned to them in this Section 24.

• "Account Data" means information about Customer that Customer provides to DAVI in connection with the creation or administration of its DAVI accounts, such as the first and last name, username and email address of an Authorized User. Customer must not under any circumstances include Sensitive Information in Account Data. Account Data is subject to DAVI's privacy policy.

• "Affiliate" means, with respect to a Party, a business entity that directly or indirectly controls, is controlled by or is under common control with that Party, where "control" means direct or indirect ownership of more than 50% of the voting securities of a business entity.

• "Applicable Laws" means all laws, rules, guidelines, regulations or governmental orders that are applicable to a particular Party's performance under these Terms.

• "Authorized User" means an individual employee, agent or contractor of Customer or an Authorized Affiliate who has been provided User Credentials for the Services.

• "Customer Administrator" means the person(s) identified in the Account Data as administrative users.

• "Data Processing Addendum" and "DPA" means the Data Processing Addendum at https://docs.retorik.ai/legal/data-processing-addendum.

• "DAVI Operational Data" means data relating to the operations, use and testing of the Services, including data arising from the use of the Services by DAVI customers, aggregated data on third-party components, aggregated and/or anonymized data as described in Section 2.3, and other data and information that informs the Services.

• "Documentation" means DAVI's standard user documentation for the Services, currently available at https://docs.retorik.ai/.

• "Customer Environment" means Customer's infrastructure, systems and applications in which the Services are used.

• "Feedback" means bug reports, suggestions or other feedback regarding the Services or Documentation provided by or on behalf of Customer to DAVI.

• "Intellectual Property Rights" means all registered and unregistered rights granted, applied for or otherwise existing now or in the future under any copyright, trademark, trade secret, database protection or other intellectual property rights laws, and all rights or forms of protection of a similar or equivalent nature, anywhere in the world.

• "Malicious Code" means code, files, scripts, agents or programs intended to cause harm, including, for example, viruses, worms, time bombs and Trojan horses.

• "Party" means each of DAVI and Customer.

• "Personal Data" means any information relating to an identified or identifiable natural person.

• "Privacy Laws" means applicable laws concerning the confidentiality and protection of Personal Data.

• "Processing" means performing an operation or set of operations on data, content or information, including submitting, transmitting, displaying, transferring, disclosing, collecting, recording, organizing, structuring, storing, adapting or modifying; "Process" has a correlative meaning.

• "Sensitive Information" means (a) government-issued identification numbers, including social security numbers; (b) financial information; (c) special categories of personal data subject to Article 9 of the GDPR; (d) Personal Data relating to criminal convictions and offenses subject to Article 10 of the GDPR; (e) protected health information subject to the Health Insurance Portability and Accountability Act of 1996, as amended; and (f) any other information subject to specific or enhanced requirements under applicable law or industry standards. "GDPR" means the General Data Protection Regulation 2016/679 of the European Parliament and of the Council on Data Protection 2016/679 of April 27, 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC.

• "Services" means the software products and services as a service provided by DAVI and accessible by Customer free of charge and on an unlimited basis, in accordance with these Terms and within the usage limits defined by DAVI for free accounts.