These terms govern your subscription to the AIComply Toolkit — a software service that helps you track, document, and prepare your EU AI Act obligations. They form a legally binding agreement between you and Relay Labs Ltd (trading as AIComply). The AIComply Toolkit is a subscription to a software service; it is not a one-off product, a downloadable copy, or a substitute for professional legal advice.
1. Definitions
In this Agreement:
"Agreement" means this AIComply Toolkit Subscription Agreement, together with any Schedule, the Privacy Policy, the Data Processing Agreement, the Acceptable Use Policy, and the Disclaimer, each incorporated by reference.
"Service" means the technical software service provided by AIComply — including the web application, the obligations rules engine, Aria, the API, document generators, dossiers, and related functionality — as hosted and made available by AIComply from time to time.
"Toolkit"means the commercial bundle of Service features made available under a given subscription Tier. The Toolkit is the access bundle; this Agreement governs the Service. A reference to buying, subscribing to, or using "the AIComply Toolkit" is a reference to subscribing to the Service.
"Tier" means a subscription level (for example Free, Starter, Growth, Business, or Enterprise), the features and limits of which are described on our website and in Schedule 1.
"Free Tier" means any Tier provided at no charge, as further described in Section 6.
"Outputs" means any content generated by or through the Service, including AI system classifications, risk assessments, compliance scores and completion metrics, obligation mappings, generated documents and dossiers, and Aria responses.
"Your Content" means the data, inputs, and materials you submit to the Service, and the Outputs you generate using the Service in respect of your own AI systems.
"Aria" means the AI assistant feature within the Service, described in Section 11.
2. Acceptance & the Subscription Agreement
By creating an account, clicking to accept, or accessing or using the Service, you agree to be bound by this Agreement and our Privacy Policy. For self-serve Tiers (Free, Starter, Growth, Business), this Agreement is accepted by click-wrap at signup. The Enterprise Tier may instead be governed by a separately negotiated and signed version of this Agreement, in which case that signed version prevails.
If you are using the Service on behalf of an organisation, you represent that you have authority to bind that organisation, and "you" refers to that organisation. If you do not agree to this Agreement, you may not access or use the Service.
3. The Service and the Toolkit
AIComply provides the Service: a software service designed to assist organisations with managing their obligations under the European Union Artificial Intelligence Act (Regulation (EU) 2024/1689). The Service includes, depending on your Tier:
AI system inventory management and guided risk-classification tools
Obligation tracking and workflow management
AI-assisted documentation drafting
Fundamental Rights Impact Assessment (FRIA) and DPIA templates
Human-oversight and governance configuration
Post-market monitoring and incident tracking
Reporting and export functionality for your records
Educational resources and regulatory references
The "Toolkit" is the commercial name for the bundle of these features available under your Tier. This Agreement governs the Service; the Toolkit is simply the access bundle. Where marketing or product materials refer to the "AIComply Toolkit", they refer to a subscription to the Service governed by this Agreement.
4. Subscription Nature
THIS IS A SUBSCRIPTION TO A SOFTWARE SERVICE.
The AIComply Toolkit is provided as a subscription to a software service. You do not acquire any ownership of, perpetual licence to, or downloadable copy of, the Service. Your right to access the Service is granted for, and terminates at the end of, your subscription term. The Service is hosted by AIComply and accessed online; it is not a one-time purchase and not static content that you own.
5. Tiers, Billing, Updates & SLA
5.1 Tiers and pricing
Paid Tiers are billed in advance on a monthly or annual basis. The features, limits, and price of each Tier are described on our website and in Schedule 1 (Tier & SLA Matrix), which forms part of this Agreement and which we may update from time to time without re-papering this Agreement. Payment is processed by our payment processor (Stripe); you authorise us to charge your payment method for all applicable fees.
5.2 Updates included in the subscription
The Service is continuously updated. During your subscription term you are entitled to all updates to the Service released during that term as part of the Service. You have no right to any specific version, feature, or state of the Service, and AIComply may add, change, or remove features provided it does not materially degrade the core functionality of your Tier during a paid term.
5.3 Service levels
Service-level commitments are set per Tier in Schedule 1. The Free Tier carries no service-level commitment. Paid self-serve Tiers carry an availability target but no service credits. The Enterprise Tier may carry a negotiated service-level agreement with service credits, as set out in its signed agreement or order form.
5.4 Cancellation
You may cancel at any time. Cancellation takes effect at the end of the then-current billing period; access continues until then. Refunds are governed by our Refund Policy.
6. Free Tier
The Free Tier is provided "as is", without warranty of any kind, without any service-level commitment, and with no guarantee of feature continuity. AIComply may modify, limit, suspend, or terminate the Free Tier, in whole or in part, at any time and without liability. Free Tier users do not have the contractual entitlements available to paying subscribers.
7. User Accounts
7.1 Registration
To access the Service you must create an account and provide accurate, current, and complete information, and keep it up to date.
7.2 Security
You are responsible for the confidentiality of your credentials and for all activity under your account, and must notify us promptly of any unauthorised use. The Service requires multi-factor authentication.
7.3 Organisational accounts
If you create an account on behalf of an organisation, you represent you have authority to bind it, and agree we may share account and usage information with that organisation's designated administrators.
8. Acceptable Use
You agree not to use the Service to:
Violate any applicable law or regulation
Infringe the intellectual property rights of others
Transmit malicious code or harmful content
Attempt to gain unauthorised access to our systems or other accounts
Interfere with or disrupt the integrity or performance of the Service
Use the Service for any fraudulent or misleading purpose
Reverse engineer, decompile, or disassemble the Service, except to the extent this restriction is prohibited by applicable law
Resell, sublicense, or provide the Service to third parties except under a written Reseller or Partner Agreement
9. Your Content & Licence Scope
9.1 What you own
You retain all ownership of Your Content — the data and inputs you submit, and the Outputs you generate using the Service in respect of your own AI systems (your classifications, completed templates, dossiers, and export files). You grant AIComply a limited licence to host, store, and process Your Content solely to provide and support the Service.
9.2 What AIComply owns
The Service itself, the underlying obligations rules engine, the templates and document structures as delivered, the user interface, and Aria's prompts and configuration remain the exclusive property of AIComply and its licensors. Your subscription grants you a non-exclusive, non-transferable right to access and use the Service during your term — it does not transfer ownership of the templates, engine, or Service to you. For the avoidance of doubt, the data you put into a template is yours; the template as delivered is ours.
10. Intellectual Property Rights
The Service, including all software, content, designs, logos, and documentation, is owned by AIComply or its licensors and protected by intellectual property laws. Except for the limited access right granted in Section 9, nothing in this Agreement grants you any right, title, or interest in the Service.
11. AI Features, Aria & AI-Provider Transparency
11.1 Nature of AI outputs
Certain features use artificial intelligence to generate suggestions, document drafts, and risk classifications. These are provided as starting points for your review and are not legal, regulatory, or professional advice. You are solely responsible for reviewing, verifying, and approving all AI-generated content before any use or reliance.
11.2 AI-provider transparency
Aria responses are generated using third-party large language models (currently Mistral, hosted in the EU). Aria responses may contain errors, omissions, hallucinations, or outdated information. Each Aria response is informational only. You must independently verify any factual or legal claim made by Aria before acting on it. AIComply does not use Your Content to train third-party or its own foundation models.
12. Outputs — Status and Reliance
OUTPUTS ARE INFORMATIONAL SCAFFOLDING — NOT A COMPLIANCE DETERMINATION.
Outputs generated by or through the Service — including but not limited to AI system classifications, risk assessments, compliance scores and completion metrics, generated documentation, Aria responses, and compliance dossiers — are informational scaffolding intended to assist your compliance work. Outputs do not constitute legal advice, do not represent a regulatory determination of compliance, and do not establish any safe harbour or defence with any authority, court, or auditor.
You are solely responsible for:
verifying Outputs against current applicable law, including national implementing measures;
obtaining qualified professional advice before relying on any Output for a regulatory submission, attestation, certification, or material business decision; and
the accuracy and completeness of the inputs you provide to the Service.
AIComply makes no warranty that any Output will satisfy any regulator, court, auditor, notified body, or other third party.
13. Regulatory Information & Your Responsibilities
IMPORTANT:
AIComply is a compliance management toolkit, not a legal or regulatory advisory service. The information, guidance, and tools provided through the Service are for general informational purposes only and do not constitute legal, regulatory, or professional advice. You should consult qualified legal and compliance professionals regarding your specific obligations under the EU AI Act and other applicable regulations. We do not guarantee that use of the Service will result in regulatory compliance.
13.1 Provider and Deployer obligations
Under the EU AI Act, different obligations apply depending on whether you act as a Provider or a Deployer of AI systems:
Providers (Article 16)
If you develop AI systems placed on the EU market, you bear primary compliance obligations including conformity assessment, CE marking, and technical documentation.
Deployers (Article 26)
If you use AI systems developed by others, you must ensure appropriate use, maintain human oversight, and monitor for incidents.
The Service helps you track and document your work for both roles. Ultimate responsibility for EU AI Act compliance remains with you as the Provider or Deployer.
13.2 Your compliance responsibilities
By using the Service, you acknowledge and agree that:
you are solely responsible for determining the correct risk classification of your AI systems;
you must verify all generated documentation before any submission to authorities;
you must maintain your own records as required by the EU AI Act;
you must implement actual technical and organisational measures — the Service only helps you track them;
you must engage with Notified Bodies independently for conformity assessments where required; and
you are responsible for any required EU-database registration of high-risk AI systems.
13.3 Scope of assistance
The Service provides workflow tools, templates, and tracking features. It does not: (a) guarantee regulatory compliance; (b) provide legal advice; (c) act as a Notified Body or authorised representative; (d) submit filings to regulatory authorities on your behalf; or (e) substitute for professional legal counsel.
14. Currency & Accuracy of Regulatory Content
Templates, regulatory citations, and obligation mappings within the Service are maintained on a best-efforts basis against published EU and national guidance. AIComply does not warrant that any specific Article, Recital, guideline, or mapping reflected in the Service represents the most current state of law at the time of your use. The law, and national implementing measures, change; you remain responsible for confirming the current position with qualified counsel.
15. Disclaimers & Limitation of Liability
15.1 Disclaimer of warranties
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THE ACCURACY OR COMPLETENESS OF ANY INFORMATION, CONTENT, OR OUTPUTS PROVIDED THROUGH THE SERVICE.
15.2 Exclusion of indirect damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, AICOMPLY SHALL NOT BE LIABLE FOR ANY: (A) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES; (B) LOSS OF PROFITS, REVENUE, BUSINESS, SAVINGS, OR GOODWILL; (C) REGULATORY FINES, PENALTIES, OR SANCTIONS INCURRED BY YOU; (D) LOSS OR CORRUPTION OF DATA; OR (E) ANY DAMAGES ARISING FROM YOUR RELIANCE ON OUTPUTS, REGARDLESS OF THE THEORY OF LIABILITY.
15.3 Aggregate liability cap
AICOMPLY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICE SHALL NOT EXCEED THE TOTAL AMOUNTS PAID BY YOU TO AICOMPLY FOR THE SERVICE DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
15.4 Carve-outs
Nothing in this Agreement excludes or limits liability that cannot be excluded or limited under applicable law (including for death or personal injury caused by negligence, or fraud). Subject to that:
AIComply acceptsliability (subject to the cap in 15.3, except where the law requires otherwise) for: breach of its confidentiality obligations; infringement by the Service itself of a third party's intellectual property; and its own gross negligence or wilful misconduct.
AIComply does not accept liability for: regulatory fines, penalties, or sanctions incurred by you; your reliance on Outputs; outages or failures of third-party AI providers (for example Mistral); or your failure to obtain or apply qualified professional advice.
16. Product Liability
Under the revised product-liability regime applicable to software, the parties acknowledge and agree:
Service as a tool: The Service is provided as a compliance management toolkit. Any compliance determination, risk classification, or regulatory decision made using the Service remains your sole responsibility. The Service does not make autonomous compliance determinations on your behalf.
AI-assisted outputs: All AI-assisted features produce advisory Outputs only, requiring human review and approval before any reliance or submission. AIComply is not liable for harm resulting from your reliance on Outputs without appropriate human oversight.
Reasonable care: AIComply exercises reasonable care in the design, development, testing, and maintenance of the Service, including security updates in line with the Cyber Resilience Act (EU) 2024/2847.
Limitation: To the maximum extent permitted by law, any product-liability exposure is subject to the aggregate cap in Section 15.3.
17. Indemnification
You agree to indemnify and hold harmless AIComply and its affiliates, officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from your use of the Service, your violation of this Agreement, or your violation of the rights of another.
18. Termination & Data Export
Either party may terminate this Agreement at the end of the then-current term. We may suspend or terminate your access immediately if you materially breach this Agreement. Upon expiry or termination your right to use the Service ceases.
Data export: For thirty (30) days after expiry or termination, you may export Your Content (including dossiers, classifications, and audit logs) using the export tools in the Service or by request to us. After that 30-day period, AIComply may delete Your Content from active systems in accordance with the Data Processing Agreement and our retention schedule. Provisions which by their nature should survive (including Sections 9, 10, 12, 15, 16, and 17) survive termination.
19. Governing Law and Disputes
This Agreement is governed by the laws of Ireland, without regard to conflict-of-law rules. The courts of Ireland have exclusive jurisdiction over any dispute arising out of or in connection with it, subject to any mandatory consumer-protection rights you may have where you contract partly outside your trade.
20. Changes to the Agreement
We may modify this Agreement. We will notify you of material changes by email or a prominent notice in the Service at least 30 days before they take effect. Schedule 1 (Tier & SLA Matrix) may be updated as features and Tiers change, without re-papering this Agreement, provided such updates do not materially reduce a paid Tier's core functionality during a paid term. Your continued use after the effective date constitutes acceptance of the modified Agreement.