These CorePlan AI Supplementary Terms (AI Terms) form part of the agreement between Spring Cloud Tech Pty Ltd trading as CorePlan (CorePlan) and the customer named in the applicable order form (Customer) for the CorePlan services (the Agreement). They apply to Customer's access to and use of CorePlan AI. Capitalised terms not defined in these AI Terms have the meaning given in the Agreement.
If there is any inconsistency between these AI Terms and the Agreement in relation to CorePlan AI, these AI Terms prevail.
1. Definitions
AI Provider means a third party that provides artificial intelligence models, model hosting or AI gateway services used by CorePlan to provide CorePlan AI.
Beta Feature means any CorePlan AI feature identified as beta, preview, early access or similar.
CorePlan AI means any feature or functionality of the Services that uses artificial intelligence or machine learning models, including Ask CorePlan, as identified in the Services, the Documentation or on CorePlan's website. CorePlan AI will change over time.
Input means questions, prompts, instructions and other content submitted to CorePlan AI by or on behalf of Customer, and the Customer Data that CorePlan AI retrieves in order to respond.
Output means content generated by CorePlan AI in response to Input, including answers, summaries, tables, charts, forecasts and links to records.
2. Input and Output
2.1 Input and Output are Customer Data. As between the parties, Customer owns Input and Output.
2.2 Due to the nature of AI models, Output may not be unique, and CorePlan AI may generate the same or similar Output for other customers.
2.3 Customer is responsible for its Input and warrants that it has all rights and permissions needed for CorePlan to process Input to provide CorePlan AI.
3. How CorePlan uses Input and Output
3.1 CorePlan may process Input and Output to provide, maintain, secure, support and improve CorePlan AI, including the purposes described in clauses 3.3 and 3.4 and as otherwise permitted under the Agreement.
3.2 CorePlan will not use Customer Data, including Input and Output, to train or fine-tune artificial intelligence or machine learning models, and will not permit AI Providers to do so.
3.3 CorePlan may use usage information, Feedback, and review of Input and Output to investigate problems, assess answer quality and improve CorePlan AI's prompts, tests, evaluations and features. These activities do not include training or fine-tuning artificial intelligence or machine learning models on Customer Data.
3.4 CorePlan stores conversations and related records, which may include Input, Output, uploaded files, extracted content, source references, conversation summaries and records of processing performed to generate Output.
4. AI Providers
4.1 CorePlan uses AI Providers to provide CorePlan AI. AI Providers are subprocessors of CorePlan and are listed at https://trust.coreplan.io/subprocessors.
4.2 AI Providers process Input and Output to provide CorePlan AI. The provider may retain Input and Output for up to 30 days for safety and abuse monitoring, or longer where required by law or reasonably necessary to prevent harm. The no-training commitment in clause 3.2 applies to this processing.
4.3 Customer acknowledges that Input and Output may be processed by AI Providers outside Australia, including in the United States, in accordance with the Agreement and CorePlan's Privacy Policy.
4.4 CorePlan may change the AI Providers and models it uses to provide CorePlan AI, provided the requirements in clause 4.2 continue to be met.
5. Access and administration
5.1 CorePlan AI is available only to Customers on eligible paid subscriptions, as determined by CorePlan from time to time.
5.2 CorePlan AI operates within the Services' user permissions and only uses Customer Data that the relevant Authorised User is permitted to access. Unless CorePlan states otherwise for a specific feature, CorePlan AI does not create, modify or delete Customer Data.
5.3 Customer's organisation owner may turn CorePlan AI off for all of Customer's Authorised Users at any time through the Services. Customer is responsible for managing its Authorised Users' access to CorePlan AI.
6. Restrictions
Customer must not, and must ensure its Authorised Users do not, use CorePlan AI or Output to:
(a) breach any law, the Agreement or CorePlan's acceptable use requirements;
(b) access, or attempt to access, data the Authorised User is not permitted to access, or circumvent any permission, safeguard or usage limit, including by crafting Input designed to manipulate CorePlan AI;
(c) develop, train or improve artificial intelligence models or products that compete with CorePlan or CorePlan AI;
(d) represent Output as solely human-generated where doing so would mislead; or
(e) reverse engineer or extract the prompts, models or underlying logic of CorePlan AI.
7. Reliance on Output
7.1 Output is generated by artificial intelligence models and may be inaccurate, incomplete or out of date. Output that appears detailed or specific may still contain material errors.
7.2 Customer is responsible for reviewing Output, including against the source records linked in the Output, before relying on or sharing it.
7.3 Customer must not rely on Output as the sole basis for any safety-critical decision, invoice, claim or other financial commitment, or decision about an individual (including decisions about employment, performance or pay).
7.4 Forecasts, predictions and flagged anomalies in Output are estimates and prompts for further review, not statements of fact.
8. Disclaimer
To the maximum extent permitted by law, CorePlan AI and Output are provided on an "as is" and "as available" basis, and CorePlan makes no warranty that CorePlan AI or Output will be accurate, complete, reliable, uninterrupted or fit for any particular purpose. Nothing in these AI Terms excludes, restricts or modifies any right or remedy, or any guarantee, warranty or other term or condition, implied or imposed by legislation (including the Australian Consumer Law) which cannot lawfully be excluded or limited.
9. Beta Features
Beta Features are provided for evaluation, may contain errors, and may be changed, limited, suspended or discontinued at any time without notice. Service level commitments and support commitments in the Agreement do not apply to Beta Features.
10. Service levels
Any unavailability of CorePlan AI caused by the failure of an AI Provider or other third-party service is excluded from availability and downtime calculations under the Agreement.
11. Access, usage limits and fees
11.1 While CorePlan AI is a Beta Feature, access to CorePlan AI is included in Customer's existing Subscription Fees for eligible paid subscriptions.
11.2 Nothing in the Agreement entitles Customer to continued access to CorePlan AI, or to any particular level of usage, without additional charge.
11.3 CorePlan may introduce or change usage limits, consumption-based fees, usage credits or separate pricing for CorePlan AI by giving Customer at least 30 days' written notice. If Customer continues to use CorePlan AI after the notice period ends, Customer agrees to pay the applicable fees. Customer may instead turn CorePlan AI off under clause 5.3.
11.4 CorePlan may apply fair-use limits to CorePlan AI at any time, without notice, to protect the reliability and security of the Services or prevent abuse.
12. Suspension
CorePlan may immediately suspend or limit access to CorePlan AI for Customer or any Authorised User if CorePlan reasonably believes that: (a) these AI Terms have been breached; (b) CorePlan AI is being used abusively or excessively; (c) continued access poses a security or legal risk; or (d) suspension is required by an AI Provider or by law.
13. Changes to these AI Terms
CorePlan may update these AI Terms to reflect new CorePlan AI features, changes to AI Providers or changes in law. CorePlan will give Customer at least 30 days' notice of any change that materially and adversely affects Customer. Continued use of CorePlan AI after the change takes effect constitutes acceptance of the updated AI Terms.
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