Terms of Service

1. Your Organization's Agreement Controls

1.1 Relationship to the Customer Agreement

The Services are made available under a written agreement between Norric and the organization that provisioned your access (the "Customer"), including any order form, master services agreement, and data processing addendum (together, the "Customer Agreement"). These Terms supplement the Customer Agreement and apply to you as an individual user. If any provision of these Terms conflicts with the Customer Agreement, the Customer Agreement controls.

1.2 Access Provisioned by Your Organization

Your account is created, administered, and may be suspended or revoked by the Customer. The Customer determines who may access its workspaces, what content is uploaded, and how long that content is retained. Norric acts on the Customer's instructions with respect to its content and configuration.

2. Access and Accounts

2.1 License

Subject to these Terms and the Customer Agreement, Norric grants you a limited, non-exclusive, non-transferable, revocable right to access and use the Services for the Customer's internal business purposes during the term of the Customer Agreement.

2.2 Eligibility

The Services are intended for business use by authorized personnel of the Customer. You represent that you are acting within the scope of authority granted to you by the Customer. The Services are not directed to individuals under 16.

2.3 Credentials

You are responsible for safeguarding your authentication credentials and for activity conducted under your account. Do not share credentials or allow another person to use your account. Notify us at security@norric.ai promptly if you suspect unauthorized access.

3. Acceptable Use

Your use of the Services is subject to our Acceptable Use Policy, which is incorporated into these Terms by reference. Among other things, you may not:

• Use the Services to violate applicable law or regulation, including securities and market conduct rules.
• Access, or attempt to access, data, accounts, or workspaces that you are not authorized to access.
• Probe, scan, or test the security of the Services, or circumvent access controls or tenant isolation.
• Reverse-engineer the Services, or use them to build or train a competing product or model.
• Interfere with the integrity, availability, or performance of the Services, including through automated or excessive access.

The Services are not designed to process special categories of personal data (such as health, biometric, or racial or ethnic origin data), criminal conviction data, payment card data, or government-issued identifiers. Do not upload such data unless Norric and the Customer have agreed additional safeguards in writing beforehand.

4. Customer Data and Service Outputs

4.1 Ownership

As between Norric and the Customer, the Customer retains all right, title, and interest in the documents, responses, and other content submitted to the Services ("Customer Data"), and in the candidate answers, exports, and other outputs the Services generate from it ("Service Outputs"). These Terms grant Norric no ownership of either. Norric holds only the limited license, granted in the Customer Agreement, to process Customer Data as necessary to provide the Services.

4.2 How We Process Customer Data

We process Customer Data solely to provide, secure, and support the Services in accordance with the Customer Agreement and any applicable data processing addendum. Personal data is handled as described in our Privacy Policy.

4.3 No Model Training

Norric does not use Customer Data to train, fine-tune, or improve any foundation or proprietary AI model, and does not permit its model providers to do so. Providing the Services requires sending content derived from Customer Data to those providers for inference; they are engaged under zero-data-retention terms or equivalent and retain nothing beyond the window needed to return a response. Retrieval is scoped to the Customer's own workspace, so Customer Data is never surfaced to another customer. Our Privacy Policy identifies these providers.

4.4 Aggregated Usage Data

Norric may collect and use anonymized, aggregated usage and performance data derived from operation of the Services to monitor, secure, support, and improve them. Aggregated usage data does not identify the Customer or any individual and does not include the contents of Customer Data or Service Outputs.

5. Reliance on Service Outputs

5.1 Nature of Service Outputs

The Services retrieve material from the Customer's own knowledge base and use artificial intelligence to rank it and shape it into candidate answers. Service Outputs are generated probabilistically and may be inaccurate, incomplete, outdated, or inconsistent with the underlying source documents, even when presented with citations or confidence indicators.

5.2 Human Review Is Required

Service Outputs are candidates, not final answers. The Services do not commit any answer to a questionnaire without a reviewer explicitly accepting or editing it, and you are responsible for that review before relying on a Service Output or disclosing it to any third party, including investors, allocators, counterparties, auditors, and regulators. Norric does not review Service Outputs for accuracy, completeness, or regulatory compliance, and the Services are not a substitute for your own diligence, records, and review processes.

5.3 No Professional Advice

Service Outputs do not constitute financial, investment, tax, legal, accounting, or compliance advice, and must not be relied upon as such.

5.4 Similarity of Service Outputs

Without limiting the Customer's ownership of Service Outputs under Section 4.1, similar questionnaires may yield similar phrasing across customers. Norric makes no representation that a Service Output is original as against third parties or protectable by copyright.

6. Intellectual Property

6.1 Ownership

Norric and its licensors retain all right, title, and interest in the Services, including the software, models, interfaces, and documentation, and all intellectual property rights in them. No rights are granted except as expressly stated in these Terms and the Customer Agreement.

6.2 Feedback

If you submit feedback, suggestions, or ideas about the Services, you grant Norric an unrestricted, perpetual right to use and implement them without obligation or compensation. Feedback should not include Customer Data or confidential information.

7. Third-Party Services and Integrations

The Services may interoperate with third-party systems that the Customer chooses to connect. Norric does not control those systems and is not responsible for their availability, content, security, or practices. Your use of a connected system is governed by that provider's terms.

8. Availability and Changes to the Services

We may modify, add, or discontinue features of the Services. Where the Customer Agreement specifies service levels, deprecation notice periods, or change-management commitments, those provisions govern. We may perform maintenance and may impose reasonable technical limits to protect the Services.

9. Disclaimers

The warranties, if any, that apply to the Services are those set out in the Customer Agreement, and nothing in these Terms limits or replaces them. Where the Customer Agreement does not address a matter, the Services are provided on an "as-is" and "as available" basis to the maximum extent permitted by law, and we do not warrant that the Services will be uninterrupted or error-free, or that Service Outputs will be accurate or complete.

10. Limitation of Liability

The limitations and exclusions of liability in the Customer Agreement govern claims relating to the Services, and nothing in these Terms reduces the remedies the Customer negotiated there. Where the Customer Agreement does not address a matter, and to the maximum extent permitted by law, Norric will not be liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, business, or data, arising from your use of the Services or reliance on Service Outputs.

Nothing in these Terms excludes liability that cannot be excluded under applicable law.

11. Suspension and Termination

Your access ends when the Customer revokes it or when the Customer Agreement terminates. We may suspend access where necessary to protect the Services, the Customer, or third parties, including in response to a security incident or a material breach of the Acceptable Use Policy. Return and deletion of Customer Data on termination are handled as set out in the Customer Agreement.

12. Governing Law and Dispute Resolution

Where the Customer Agreement specifies governing law or a dispute resolution forum, those provisions apply. Otherwise, these Terms are governed by the laws of the State of Delaware, without regard to its conflict of law principles, and disputes will be resolved exclusively in the courts of Delaware.

13. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will notify the Customer or post a notice in the Services before the changes take effect. The "Last Updated" date above indicates when these Terms were last revised. Continued use of the Services after the effective date constitutes acceptance of the revised Terms.

14. Contact

For questions about these Terms, contact contact@norric.ai. For security matters, including suspected unauthorized access or vulnerability reports, contact security@norric.ai.