1. Definitions

"Customer" or "you" means the entity or individual that has agreed to these Terms and is using the Services.

"Customer Data" means all data, content, and information uploaded, submitted, or otherwise made available to the Services by or on behalf of the Customer, including but not limited to knowledge base documents, meeting recordings, transcripts, CRM data, and queries.

"Authorized Users" means individuals who are authorized by the Customer to access and use the Services under the Customer's account.

"Services" means the Tenali AI platform, including the web application, desktop application, mobile application, APIs, and all related features and functionality.

"AI Output" means any content generated by the Services using artificial intelligence, including but not limited to meeting summaries, answers to queries, and suggested responses.

1. User Eligibility

To use the Services, you must be at least 18 years old and have the legal authority to enter into these Terms on behalf of yourself or your organization. You may not use the Services if you are prohibited from doing so by applicable law.

1. Account Registration and Security

3.1 You must create an account using a corporate work email address to access the Services. Public email domains (Gmail, Yahoo, Outlook, etc.) are not accepted.

3.2 You are responsible for maintaining the confidentiality of your account credentials, including your password, and for all activity that occurs under your account.

3.3 You agree to notify us immediately at admin@tenali.ai of any unauthorized use of your account or any other breach of security.

3.4 We reserve the right to suspend or terminate accounts that we reasonably believe have been compromised.

1. Permitted Use and Restrictions

4.1 Permitted Use. You may use the Services solely for your internal business purposes in accordance with these Terms and all applicable laws.

4.2 Restrictions. You may not:

• Use the Services to infringe on the intellectual property rights of any third party • Transmit any malware, viruses, or other harmful code through the Services • Attempt to reverse engineer, decompile, or disassemble any part of the Services • Interfere with or disrupt the Services, servers, or connected networks • Use the Services to send unsolicited communications or engage in spamming • Impersonate any person or entity, or misrepresent your affiliation • Collect or harvest personal data of other users without consent • Use the Services for any unlawful, fraudulent, or deceptive purpose • Sublicense, resell, or redistribute access to the Services without our written consent • Use the Services to develop a competing product or service

1. Customer Data

5.1 Ownership. You retain all right, title, and interest in your Customer Data. We do not claim ownership of any Customer Data.

5.2 License. You grant Tenali AI a limited, non-exclusive license to use, process, and store your Customer Data solely to provide and improve the Services for your organization.

5.3 No Model Training. We do not use Customer Data to train, fine-tune, or improve any large language model or AI system. Customer Data is used only at inference time to generate contextual responses for your organization. See our Privacy Policy for full details.

5.4 Publicly Available Data. When you sign up for Tenali AI, we may collect publicly available information about your company (such as company description, industry, and size) from public sources to enhance your experience. This does not include non-public or proprietary information.

5.5 Responsibility. You are responsible for ensuring that you have the necessary rights and permissions to submit Customer Data to the Services, including any data from third-party integrations you connect.

1. AI-Generated Output

6.1 AI Output is generated based on your Customer Data using retrieval-augmented generation. While we strive for accuracy, AI Output may contain errors, omissions, or inaccuracies.

6.2 You are solely responsible for reviewing, verifying, and validating all AI Output before relying on it or sharing it externally.

6.3 Tenali AI does not guarantee the accuracy, completeness, or fitness for purpose of any AI Output.

6.4 You own the AI Output generated from your Customer Data, subject to any underlying intellectual property rights in the Customer Data itself.

1. Third-Party Integrations

7.1 The Services integrate with third-party platforms (Salesforce, HubSpot, Slack, Google Drive, OneDrive, SharePoint, Gong, Fireflies.ai, Zoom, Google Calendar, Outlook Calendar, and others) via OAuth 2.0 with least-privilege scoping.

7.2 When you connect a third-party integration, you authorize Tenali AI to access data within the scopes you approve. We access only the data necessary for the integration's stated purpose.

7.3 Your use of third-party services is governed by those services' own terms and privacy policies. Tenali AI is not responsible for the practices or availability of any third-party services.

1. Payment and Subscription

8.1 Access to certain features of the Services requires a paid subscription. Pricing and plan details are available at www.tenali.ai/pricing.

8.2 Subscription fees are billed in advance on a monthly or annual basis as specified in your Order Form or selected plan.

8.3 All fees are non-refundable except as expressly stated in an Order Form or as required by applicable law.

8.4 We reserve the right to change pricing with 30 days' written notice. Price changes will apply at the start of your next billing cycle.

8.5 Payment processing is handled by Stripe. We do not store credit card numbers or bank account details on our servers.

1. Intellectual Property

9.1 The Services, including all software, algorithms, interfaces, documentation, and branding, are and remain the exclusive property of Tenali AI, Inc. and are protected by copyright, trademark, and other intellectual property laws.

9.2 You may not modify, reproduce, reverse engineer, decompile, or create derivative works of the Services.

9.3 You may not use the Tenali AI name, logo, or trademarks without our prior written consent.

9.4 Feedback. If you provide suggestions, ideas, or feedback about the Services, we may use them without obligation or compensation to you.

1. Customer Logo and Reference Usage

10.1 By signing up for Tenali AI, you agree that your company's domain logo may be displayed on our website to indicate that your organization uses Tenali AI.

10.2 We will not disclose specific user names or usage details publicly without your consent.

10.3 If you prefer to opt out of logo display, you may request removal at admin@tenali.ai. We will process removal requests within 24 hours.

1. Confidentiality

11.1 Each party agrees to keep confidential all non-public information disclosed by the other party in connection with the Services ("Confidential Information").

11.2 Confidential Information does not include information that is publicly available, independently developed, or rightfully received from a third party without restriction.

11.3 Each party will use at least the same degree of care to protect the other party's Confidential Information as it uses to protect its own, but in no event less than reasonable care.

1. Data Privacy and Security

12.1 Our collection, use, and protection of personal information is governed by our Privacy Policy, available at www.tenali.ai/privacy-policy.

12.2 We implement appropriate technical and organizational security measures to protect Customer Data, including AES-256 encryption at rest, TLS 1.2+ encryption in transit, tenant-level data isolation, and role-based access controls.

12.3 Enterprise customers may request a Data Processing Agreement (DPA) by contacting security@tenali.ai.

12.4 Tenali AI complies with applicable data protection regulations, including GDPR and CCPA.

1. Service Availability

13.1 We strive to maintain high availability of the Services but do not guarantee uninterrupted access.

13.2 We may perform scheduled maintenance with reasonable advance notice. Emergency maintenance may occur without prior notice.

13.3 We are not liable for any downtime, data loss, or service interruptions caused by factors beyond our reasonable control.

1. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE AI OUTPUT WILL BE ACCURATE OR COMPLETE.

1. Limitation of Liability

15.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, TENALI AI'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU FOR THE SERVICES IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

15.2 IN NO EVENT SHALL TENALI AI BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, OR COST OF PROCUREMENT OF SUBSTITUTE SERVICES.

15.3 These limitations apply regardless of the theory of liability (contract, tort, strict liability, or otherwise) and even if Tenali AI has been advised of the possibility of such damages.

1. Indemnification

16.1 You agree to indemnify, defend, and hold harmless Tenali AI, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of:

• Your use of the Services in violation of these Terms

• Your Customer Data or your use of AI Output

• Your violation of any applicable law or third-party rights

• Any unauthorized use of the Services under your account

1. Termination

17.1 You may terminate your account at any time by contacting admin@tenali.ai.

17.2 We may suspend or terminate your access to the Services at any time if you violate these Terms, if required by law, or if we cease to offer the Services.

17.3 Upon termination, your right to access the Services ceases immediately. Customer Data will be deleted within 30 days of termination, unless a longer retention period is required by law or requested by you for data export purposes.

17.4 Sections that by their nature should survive termination will survive, including Intellectual Property, Confidentiality, Disclaimers, Limitation of Liability, Indemnification, and Governing Law.

1. Governing Law and Dispute Resolution

18.1 These Terms are governed by the laws of the State of Delaware, USA, without regard to its conflict of laws principles.

18.2 Any dispute arising out of or relating to these Terms shall first be submitted to good-faith mediation in Dover, Delaware.

18.3 If mediation does not resolve the dispute within 60 days, the dispute shall be resolved by binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules.

18.4 Nothing in this section prevents either party from seeking injunctive or other equitable relief in a court of competent jurisdiction.

1. Force Majeure

Tenali AI shall not be liable for any delay or failure to perform its obligations under these Terms due to causes beyond its reasonable control, including but not limited to natural disasters, acts of government, pandemics, strikes, labor disputes, utility failures, cyberattacks, or disruptions to third-party services.

1. General Provisions

20.1 Entire Agreement. These Terms, together with our Privacy Policy and any applicable Order Form, constitute the entire agreement between you and Tenali AI.

20.2 Amendments. We may modify these Terms at any time. We will provide at least 30 days' notice of material changes. Your continued use of the Services after the effective date of changes constitutes acceptance.

20.3 Severability. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions remain in full force and effect.

20.4 Waiver. No waiver of any provision shall be deemed a further or continuing waiver of that or any other provision.

20.5 Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets.

20.6 Notices. All official communications must be sent in writing to admin@tenali.ai or to the email address associated with your account.

20.7 Independent Contractors. The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

20.8 Export Compliance. You represent that you are not located in a country subject to U.S. export restrictions and that you will comply with all applicable export laws and regulations.

1. Contact Us

For questions about these Terms:

• General inquiries: admin@tenali.ai

• Security and compliance: security@tenali.ai

• Mailing address: Provided upon request