Legal

End User License Agreement

Gertin AI, Inc. — Effective January 15, 2025

This End User License Agreement (“Agreement”) is between Gertin AI, Inc. (“Gertin AI”, “Licensor”) and the individual or entity subscribing to the Gertin AI platform through AWS Marketplace or directly (“Customer”, “You”).

1. Grant of License

Subject to the terms of this Agreement and timely payment of subscription fees, Gertin AI grants Customer a limited, non-exclusive, non-transferable, non-sublicensable license to: (a) Deploy and operate the Gertin AI container image within Customer's own AWS account; (b) Access the Gertin AI REST API for Customer's internal compliance, security analysis, and related business purposes; (c) Integrate the Gertin AI API into Customer's internal tools, scripts, and workflows.

2. Restrictions

Customer shall not: (a) Copy, modify, distribute, or create derivative works of the Gertin AI software or container image; (b) Reverse-engineer, decompile, disassemble, or attempt to extract source code or model weights; (c) Resell, sublicense, or provide the Service as a standalone product or service to third parties; (d) Remove or obscure any proprietary notices, labels, or watermarks; (e) Use the Service to build a competing compliance AI product; (f) Circumvent, disable, or interfere with security features, rate limits, or authentication mechanisms.

3. Subscription and Payment

Subscription fees are collected through AWS Marketplace or direct billing. The license is active only while a valid subscription is maintained. Gertin AI reserves the right to suspend access upon material breach or failure to pay after a 10-day cure period.

4. Customer Data Ownership

Customer retains full ownership of all data, policies, logs, and configurations submitted to the Service. Gertin AI claims no ownership of Customer data. As documented in the product description and Security Policy, compliance data is processed in-memory within Customer's AWS account through AWS Bedrock and is not stored or accessible by Gertin AI.

5. Intellectual Property

The Gertin AI software, container image, API design, compliance rule libraries, and all associated documentation remain the exclusive property of Gertin AI, Inc. This Agreement does not transfer any intellectual property rights to Customer.

6. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." GERTIN AI MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. GERTIN AI DOES NOT WARRANT THAT OUTPUT CONSTITUTES LEGAL ADVICE OR CERTIFIED AUDIT REPORTS.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, GERTIN AI'S TOTAL LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID BY CUSTOMER IN THE TWELVE MONTHS PRECEDING THE CLAIM. IN NO EVENT SHALL GERTIN AI BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

8. Term and Termination

This Agreement is effective upon subscription activation and continues until the subscription lapses or is terminated. Either party may terminate for material breach upon 30 days written notice if the breach is not cured. Upon termination, Customer must cease using the Service and delete any locally cached copies of the container image.

9. Governing Law

This Agreement is governed by the laws of the State of Delaware, excluding conflict-of-law rules. Disputes shall be resolved by binding arbitration under AAA Commercial Rules, except that either party may seek injunctive relief in court.

10. Contact

Gertin AI, Inc. legal@gertinai.com support@gertinai.com