Terms of Service

1. Definitions

• "Company", "we", "us" — AI Noven, a free-zone company registered in the United Arab Emirates.
• "Service" — the AI Noven web application, APIs, modules and any related software or documentation.
• "Customer", "you" — the legal entity that subscribes to the Service. End users of that entity are "Authorised Users".
• "Customer Content" — any data, file, document or input that the Customer or its Authorised Users upload to or generate through the Service.
• "AI Output" — content generated by the Service's automated or AI features in response to Customer Content or prompts.

2. Acceptance and eligibility

By creating an account, accessing or using the Service, you accept these Terms on behalf of your organisation and confirm that (a) you have authority to bind that organisation; (b) every Authorised User is at least eighteen (18) years old; and (c) the Service will be used solely for legitimate business-to-business purposes.

3. Subscription and billing

Paid plans are billed on a recurring basis through Stripe. Fees are charged in advance for each billing period (monthly or annual). The Customer authorises us to charge the chosen payment method until the subscription is cancelled. You can cancel at any time via the Stripe customer portal; cancellation takes effect at the end of the current billing period and no refunds are issued for partial periods, except as required by mandatory UAE law.

Taxes (including VAT) are the Customer's responsibility unless explicitly included in the price.

4. Acceptable use

You agree not to, and not to permit any Authorised User or third party to:

• Reverse engineer, decompile, disassemble or attempt to extract source code from the Service.
• Resell, sublicense or expose the Service to third parties outside your organisation without written permission.
• Upload, store or transmit any unlawful, infringing, defamatory, obscene or malware-laden content.
• Scrape, crawl, harvest or systematically extract data from the Service other than via the documented API.
• Use the Service to develop a competing product, or to train a competing AI model.
• Interfere with the integrity, security or performance of the Service.

5. Intellectual property

Customer Content. The Customer retains all rights, title and interest in and to its Customer Content. The Customer grants AI Noven a non-exclusive, worldwide, royalty-free licence to host, copy, transmit, display and process Customer Content solely as necessary to deliver the Service.

Platform. AI Noven retains all rights, title and interest in and to the Service, the underlying software, all models, prompts, code, designs and trademarks. No rights are granted other than those expressly stated in these Terms.

AI Output. Subject to payment of all fees due and compliance with these Terms, AI Noven grants the Customer a non-exclusive, worldwide, perpetual, royalty-free licence to use AI Output for the project for which it was generated. AI Output is provided "as is" and is subject to the disclaimer in clause 6.

6. AI disclaimer — read carefully

AI features rely on probabilistic models and are non-deterministic. Identical inputs may produce different outputs. AI Output may contain errors, omissions, hallucinations, outdated information or content that is unsuitable for the Customer's specific context.

• AI Output is not a substitute for the judgement of a licensed professional engineer.
• AI Output is not a sealed drawing, an approved design, a regulatory submission or any kind of certified deliverable.
• The Customer is solely responsible for reviewing, verifying, correcting and approving every AI Output before relying on it.
• The Customer must ensure that any final design, calculation, BoQ, schedule, datasheet or report derived from AI Output is reviewed and stamped by a qualified, licensed engineer in the relevant jurisdiction.

7. Limitation of liability

To the maximum extent permitted by applicable UAE law:

• The aggregate liability of AI Noven arising out of or in connection with these Terms, the Service or any AI Output shall not exceed the total fees actually paid by the Customer to AI Noven in the twelve (12) months immediately preceding the event giving rise to the claim.
• In no event shall AI Noven be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, including loss of profits, loss of revenue, loss of business, loss of data, loss of goodwill or business interruption, even if advised of the possibility.
• The above caps and exclusions apply regardless of the legal theory (contract, tort, statute or otherwise) on which the claim is based.

8. Indemnification

The Customer agrees to defend, indemnify and hold harmless AI Noven, its directors, employees and agents from and against any and all claims, liabilities, damages, losses, costs and expenses (including reasonable legal fees) arising out of or related to: (a) the Customer's misuse of the Service or any AI Output; (b) the Customer's failure to obtain licensed-engineer review of any AI Output before relying on it; (c) any Customer Content that infringes a third party's rights or violates applicable law; or (d) the Customer's breach of these Terms.

9. Service availability

We use commercially reasonable efforts to keep the Service available. No service-level agreement (SLA) applies to standard plans; SLAs are available only on Enterprise plans where expressly agreed in writing. The Service may be unavailable during scheduled maintenance, emergency patches or events of force majeure.

10. Termination

For convenience. Either party may terminate the subscription with thirty (30) days' written notice; the Customer remains liable for fees through the end of the current billing period.

For cause. Either party may terminate immediately if the other commits a material breach not cured within thirty (30) days of written notice. We may suspend or terminate the Service immediately, without notice, for non-payment, breach of acceptable-use clauses, fraud or any activity that exposes us to legal or reputational risk.

On termination, the Customer's access ends and Customer Content is deleted within the retention windows set out in our Privacy Policy.

11. Governing law and jurisdiction

These Terms are governed by and construed in accordance with the federal laws of the United Arab Emirates as applied in the Emirate of Dubai. The parties submit to the exclusive jurisdiction of the courts of Dubai, UAE for any dispute arising out of or in connection with these Terms, save that AI Noven reserves the right to seek injunctive or equitable relief in any competent jurisdiction to protect its intellectual property.

12. Force majeure

Neither party shall be liable for any failure or delay in performance caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, pandemic, governmental or regulatory action, sanctions, internet, cloud-provider or telecommunications failures, or labour disputes.

13. Severability

If any provision of these Terms is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, that provision shall be severed and the remaining provisions shall continue in full force and effect.

14. Entire agreement

These Terms, together with the Privacy Policy and any order form or written agreement signed by both parties, constitute the entire agreement between the parties regarding the Service and supersede all prior or contemporaneous understandings, communications or agreements, whether written or oral. No purchase order or other Customer document varies these Terms unless expressly accepted in writing by an authorised signatory of AI Noven.

15. Contact

Questions about these Terms? Write to hello@ainoven.com.