Whatfix's AI Terms
These terms (“Whatfix's AI Terms”) govern Customer’s access to and use of any artificial intelligence-enabled products and offerings provided or made available by Whatfix (“AI Products”). Any capitalized terms used herein but not defined shall have the meaning given to them in Whatfix' Customer Subscription Terms.
1. Definitions.
a. “AI Product” means AI Technology (as defined below) that is provided or made available by Whatfix to Customer, including any AI Technology that is part of a feature or enhancement to other Whatfix products, services, and/or solutions. The AI Product does not include Output (as defined below).
b. “AI Technology” means artificial intelligence or machine learning models, cognitive algorithms, or cognitive computing systems designed to operate with varying levels of autonomy and that may exhibit adaptiveness after deployment and that, for explicit or implicit objectives, infers, from the input it receives, how to generate outputs such as predictions, content, recommendations, or decisions that can influence physical or virtual environments.
c. “User” means an individual that uses the Whatfix’s software and interacts with the AI Product forming part of such software and such user may include Customer’s employees, contractors or customers.
d. “Input” means Customer and Customer’s Users input to the AI Product.
e. “Output” means any content, data, information, or other materials or items (including audio, videos, images, and text) that are created, generated, developed, customized, or otherwise delivered to the Customer, in each case using the Input, through the use of the AI Product, and any and all updates and modifications to any of the foregoing, excluding the underlying AI Technology to produce such Output.
2. AI-Specific Data Use. Whatfix shall not use Customer Content or Input to train or fine-tune its underlying AI models without Customer's prior written consent. Whatfix may: (a) use de-identified, aggregated usage data to operate and improve its services; and (b) apply retrieval-augmented generation (RAG) to Customer Content solely to improve AI Product accuracy — this does not constitute model training. Customer shall not use the AI Product or Output to develop or improve any competing product or service. Processing of personal data in connection with the AI Products is governed by the applicable data processing agreement between the parties.
3. Output Disclaimer. Customer acknowledges and agrees that the AI Product and any Output are generated through artificial intelligence and machine learning models that are probabilistic in nature and may produce inaccurate, incomplete, or unintended results, including “hallucinations” or other errors. The AI Product and any Output are not guaranteed to be accurate or suitable for any particular purpose. Except as expressly set forth in this Addendum, Whatfix makes no representations or warranties, express or implied, regarding the accuracy, reliability, or fitness of any Output. Whatfix shall have no liability or responsibility arising from or relating to (a) Customer’s reliance on any Output, (b) Customer’s interpretation or use of any Output, or (c) any consequences resulting from such reliance, interpretation, or use.
4. Whatfix’s AI Commitments. Whatfix will: (a) use industry-standard practices to monitor AI model performance and address model drift or failure; (b) use commercially reasonable measures to prevent Output from containing biased, misleading, defamatory, obscene, harassing, discriminatory, or unlawful results; (c) maintain a mechanism for Users to report inaccurate Output; and (d) minimize PII processing within the AI Product. The AI Product does not require PII to function, and any PII included in Input is submitted at Customer’s discretion and risk.
5. Ownership.
a. Whatfix’s Rights. Whatfix and its licensors will retain ownership of all Intellectual Property Rights in the AI Product developed or acquired by Whatfix, independently from (i) any Customer Materials and (ii) any materials licensed or otherwise provided to Whatfix by Customer. Whatfix owns the AI Product (and any underlying models) or it has procured, at its sole expense, all rights, licenses and consents necessary to grant the licenses and other rights granted to Customer and for Customer to exercise its rights without the consent of, or payment to, any third party.
b. Customer’s Rights. As between Whatfix and Customer, Customer owns all right, title and interest (including all Intellectual Property Rights) in and to (i) all materials, content, data, and technology developed or acquired by Customer or its affiliates independently of Whatfix, (ii) any Input, or (iii) any Output, ((i)-(iii) collectively, the “Customer Materials”). To the extent that Whatfix may have or acquire any right, title, or interest (including any Intellectual Property Rights) in or to any Customer Materials (including, to any Output), to the extent permitted by applicable law, Whatfix hereby assigns to Customer all right, title and interest (including any Intellectual Property Rights therein) it has or acquires in or to those Customer Materials and Whatfix hereby waives any claim of ownership and all moral rights it has or acquires in and to the Customer Materials, provided however that Customer acknowledges that the AI Technology may generate outputs that are identical or substantially similar to outputs generated in response to the same or substantially similar inputs from other users or third parties, and such similarity shall not, by itself, confer any proprietary rights or give rise to any claim of ownership, infringement, or misappropriation.