AxiomTrak – Terms of Service

1. Definitions & Scope

1.1 Provider – RRS MB, a company registered in Vilnius, Lithuania, (“Provider”, “we”, “us”, “our”).

1.2 User – The natural or legal person who registers for, accesses, or uses the AxiomTrak platform (“User”, “you”, “your”).

1.3 Governing Law – This agreement is governed by the laws of the Republic of Lithuania, including the Lithuanian Civil Code, the Law on Commercial Arbitration, and applicable EU regulations (e.g., the EU AI Act, GDPR, and consumer‑protection directives).

2. Services

2.1 What We Provide – The platform delivers two core services:

• Automated Compliance Documentation – Generation of compliance‑related documents based on the data you upload.
• Continuous Dynamic Policy Updates – Ongoing monitoring of EU and Lithuanian regulations and automatic delivery of relevant policy changes to your dashboard.

2.2 No Legal Advice – The services are not legal advice, and no lawyer‑client relationship is created by using the platform.

You remain solely responsible for any legal decisions you make based on the output.

3. User Obligations

3.1 Data Accuracy – You must ensure that all data you upload (including AI‑model descriptions, risk assessments, and any other information) is accurate, complete, and lawful.

3.2 AI‑Model Identification – If you list AI models, you must correctly identify each model, its version, and its intended use.

3.3 Compliance with the EU AI Act – As the “Provider” under the EU AI Act, we rely on you to supply correct information; any mis‑representation may lead to regulatory liability that you will bear.

4. User Data & Liability

4.1 No Liability for User Data – We are not liable for any errors, omissions, or illegal content in the data you provide.

4.2 Suspension for Inaccurate or Unlawful Data – If we reasonably suspect that your data is inaccurate, incomplete, or breaches any law (including GDPR or the AI Act), we may temporarily suspend your access until the issue is resolved.

5. Policy Updates & Acceptance

5.1 Automatic Push – New regulatory updates are automatically pushed to your dashboard as soon as they are published by the relevant authority.

5.2 Human‑in‑the‑Loop Acceptance – To incorporate an update into your compliance reports, you must manually click “Accept Update” within the platform.

5.3 Acceptance Process

5.4 Consequences of Non‑Acceptance – Non‑acceptance does not constitute a breach of this agreement, but it may result in incomplete compliance reports and potential regulatory risk, which remains your responsibility.

6. Pricing & Tiers

6.1 Tier Structure – Pricing is based on the Number of AI Models you register on the platform.

All fees are quoted in euros (EUR) and are payable in advance on a monthly or annual basis, as selected at sign‑up.

6.2 Exceeding Tier Limits – If you add more models than your current tier allows, the platform will restrict any new model uploads and will pause generation of documentation for the excess models until you upgrade to a higher tier.

6.3 Manual Tier Upgrade – Upgrades must be requested through the “Account Settings” page or by contacting support.

The new tier becomes active immediately after payment confirmation.

7. Refunds

7.1 No Refunds for Paid Tiers – All fees for paid tiers are non‑refundable, even if you discontinue the service before the end of the billing period.

7.2 Free Scan – Prospective Users may use the Free Scan tool (limited to one AI model) at no cost to evaluate the platform.

7.3 Immediate Value – Upon payment, you receive instant access to automated documentation generation and real‑time policy updates, which we consider sufficient consideration to preclude refunds.

8. Intellectual Property

8.1 Provider Ownership – We retain all right, title, and interest in the platform, its underlying software, algorithms, and the documentation templates it generates.

8.2 User License – You receive a non‑exclusive, non‑transferable, worldwide licence to use the generated documentation solely for your own compliance purposes. You may not:

• copy, modify, or distribute the templates to third parties;
• reverse‑engineer, decompile, or create derivative works of the platform;
• use the documentation to provide compliance services to others.

8.3 Feedback – Any feedback you provide becomes our property, and we may use it without restriction or compensation.

9. Limitation of Liability

9.1 Exclusion of Certain Damages – To the fullest extent permitted by law, we are not liable for indirect, consequential, special, incidental, or punitive damages, including loss of profits, data, or business opportunities.

9.2 Cap on Liability – Our total aggregate liability for any claim arising out of or related to this agreement shall not exceed the total amount you paid us in the twelve (12) months preceding the claim, except for:

• breaches of our obligations under the General Data Protection Regulation (GDPR) or other data‑protection laws;
• liability that cannot be lawfully excluded or limited.

9.3 Data‑Protection Breach – If we fail to protect your personal data in violation of GDPR, the cap in 9.2 does not apply, and we remain fully liable for any statutory damages or fines imposed by supervisory authorities.

10. Dispute Resolution

10.1 Governing Law – This agreement is governed by the laws of Lithuania, including the Law on Commercial Arbitration and the EU AI Act.

10.2 Mandatory Arbitration – All disputes (including those relating to contract formation, performance, or termination) shall be resolved exclusively by binding arbitration administered by the Vilnius Court of Commercial Arbitration (VCCA).

10.3 Arbitration Procedure

• Notice – Either party may initiate arbitration by sending a written notice to the other party’s contact address (see Section 13).
• Seat – The seat (legal place) of arbitration is Vilnius, Lithuania.
• Language – Arbitration is conducted in English.
• Arbitrator Selection – The parties shall each appoint one arbitrator; the two arbitrators shall select a third, who will act as chair. If a party fails to appoint within 15 days, the VCCA will appoint on its behalf.
• Final and Binding – The arbitrator’s award shall be final, binding, and enforceable in any court of competent jurisdiction.

10.4 Costs – Each party bears its own legal fees; the arbitrator’s fees and the VCCA’s administrative costs shall be split equally, unless the award states otherwise.

11. No Class Actions

11.1 Individual Claims Only – You may bring claims only in your individual capacity.

11.2 Waiver of Rights – You may not bring or participate in any class action, collective action, joint action, representative proceeding, or any other consolidated lawsuit against us. By using the platform, you expressly waive any right to join a class or collective proceeding, whether under Lithuanian law, EU law, or any other jurisdiction.

12. Term & Termination

12.1 Term – This agreement begins on the date you first accept the Terms of Service (the “Effective Date”) and continues until terminated in accordance with this Section.

12.2 Termination for Cause – Either party may terminate immediately if the other party:

• materially breaches any provision and fails to cure within 15 days after written notice;
• becomes insolvent, files for bankruptcy, or ceases business operations.

12.3 Termination for Non‑Payment – We may suspend or terminate your account without notice if any invoice remains unpaid after 7 days past the due date.

12.4 Effect of Termination

• Access – Your right to access the platform ends immediately.
• Data – All of your uploaded data and generated documentation will be retained for 30 days after termination, after which it will be permanently deleted unless you have a written request for export within that period.
• Survival – Sections 4, 5, 7, 8, 9, 10, 11, 13, and any other provisions that by their nature survive termination will remain in effect.

13. General Provisions

13.1 Entire Agreement – These Terms of Service, together with any Order Forms or Add‑Ons you accept, constitute the entire agreement between you and the Provider concerning the platform.

13.2 Amendments – We may amend these terms by posting a revised version on the platform. Any material change (e.g., price, tier limits, or arbitration clause) will be communicated by email at least 30 days before it becomes effective. Continued use after the amendment date constitutes your acceptance.

13.3 Severability – If any provision is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

13.4 Force Majeure – Neither party shall be liable for any failure to perform due to causes beyond its reasonable control, including natural disasters, war, terrorism, civil unrest, or governmental actions.

13.5 Contact Information

13.6 Notices – All notices under this agreement shall be in writing and sent to the email address you provide in your account or to the Provider’s address above.