Terms of Service
(EEA)

Introduction

These Noreason.ai Terms of Service apply if you reside in the European Economic Area (EEA), Switzerland, or UK. If you live outside of the EEA, Switzerland, or UK, these Noreason Terms of Service apply to you.

These Terms constitute a legally binding agreement between you ("you" or "your") and Noreason, operating under the brand Noreason.ai ("Noreason.ai", "we", "us", or "our"). By accessing or using our Services in any way — including completing account registration or simply browsing the Website — you agree to be bound by these Terms.

These Terms apply to your access to and use of the:

• Website located at noreason.ai and all associated web pages and social media pages (the "Website"); and
• Services (including mobile applications) and products accessible via the Website or our application programming interfaces ("APIs"), or otherwise made available by us (together with the Website, the "Services"). Beta Services are not considered "Services" under these Terms.

We may indicate that different or additional terms, conditions, guidelines, or policies apply in relation to specific Services ("Supplemental Terms"), including:

• Our Service-Specific Terms, which apply to certain Services;
• Our Prohibited Use Policy, which applies to all Services;
• Our Beta Services Addendum, which applies to Beta Services;
• Our Data Processing Addendum, which governs our processing of personal data provided by business clients;
• Our Enterprise Pilot Terms, which apply to pilot or trial Services; and
• Any other terms disclosed within the Services.

Any Supplemental Terms become part of your agreement with us when you access the Services to which they apply. Where there is a conflict between these Terms and any Supplemental Terms, the Supplemental Terms take precedence.

Changes to These Terms

We may make changes to these Terms from time to time. The "Last Updated" date at the top of this document indicates when changes were last made.

If you are based in the UK or any EEA country other than Germany

We may amend these Terms where there is a valid reason, including: (i) making the Terms clearer or easier to understand; (ii) complying with legal or regulatory requirements; (iii) providing you with additional information about the Services; or (iv) where necessary to continue performing our contract with you. Except where changes have no material legal effect or are required by law, we will notify you at least 30 days before changes take effect. If you do not agree to the changes, you may cancel your Recurring Subscription (at no cost to you) within 30 days of notification. We will refund any amounts paid but not yet received. If you do not cancel, we will treat your continued use as acceptance.

If you are based in Germany

We may amend these Terms where a valid reason exists — in particular, where changes are necessary due to a material disruption in the contractual balance caused by unforeseeable changes in law or case law. Changes to main performance obligations are excluded. We will notify you by email of proposed changes at least six weeks before they take effect and will grant you a right to object within that period. If you do not object within six weeks of receiving the notification email, the amended Terms shall be deemed accepted. We will inform you of the right to object, the objection period, and the consequences of silence at the commencement of that period.

1. Eligibility and Use Restrictions

1(a) Age

You must be at least 18 years of age (or the age of legal majority in your jurisdiction) to use our Services. If you are below that age, you may not use our Services.

1(b) Authorised Representatives

If you register, access, or use our Services on behalf of another person or entity: (i) all references to "you" throughout these Terms (other than in Section 1(a)) include that person or entity; (ii) you represent that you are authorised to enter into these Terms on that person's or entity's behalf; and (iii) in the event of a violation, that person or entity also bears responsibility. If you are an entity, you are responsible for ensuring your employees' and representatives' use of the Services complies with these Terms.

1(c) Use Restrictions

Your access to and use of the Services — and any Output (defined below) — must comply with these Terms at all times. Without limiting the foregoing:

• Free Users (those accessing the Services without a paid subscription) may only use the Services for non-commercial purposes.
• Paid Users (those on a paid subscription plan) may use the Services for commercial purposes, subject always to our Prohibited Use Policy.
• Government entities are subject to additional conditions set out in our Prohibited Use Policy.
• Where you use the Services for non-commercial purposes, you must register using a personal email address. Use of a business email address may result in the relevant entity being treated as a data controller in respect of personal data in your account.

Personal Data

You may provide certain information to Noreason.ai in connection with your access to or use of our Services, or we may otherwise collect certain information about you. You agree to receive communications from Noreason.ai using the contact information you provide.

You represent and warrant that any information you provide to us is accurate and up to date. For full details on how we collect, use, share, and process information about you, please review our Privacy Policy.

Where you agree to these Terms on behalf of an entity, you acknowledge that our Data Processing Addendum governs our processing of personal data contained within content you submit to our Services. You further acknowledge that Noreason.ai may process personal data relating to the operation, support, or use of our Services for our own legitimate business purposes — including billing, account management, data analysis, technical support, product development, research and development of our Human Attention Models, improvement of our systems and technologies, and legal compliance.

3. Accounts

We may require you to create an account to access some or all of our Services. You may not share your account credentials with any other person. You must:

• Keep your account information accurate and promptly update it if it changes;
• Maintain the security of your account and associated credentials; and
• Notify us immediately if you discover or suspect that someone has accessed your account without authorisation.

If your account is closed or terminated for any reason, you will forfeit all unused credits or allowances associated with your account.

4. Content and Human Attention Models

4(a) Inputs and Outputs

You may transmit or provide data and information as input to our Services ("Input"). When you provide Input to the Services, you may receive output generated by one or more of our Human Attention Models or other AI models ("Output"). Input and Output are collectively referred to as "Content". Input may include, without limitation, behavioural data, eye-tracking data, gaze patterns, attention signals, text, images, or any other content you provide to us through the Services.

Your use of the Services — including providing Input and receiving Output — is subject to our Prohibited Use Policy. Where we enable you to download Output, you may use it outside the Services, subject always to these Terms and our Prohibited Use Policy. If you choose to make any of your information publicly available through the Services, you do so at your own risk.

4(b) Human Attention Models

Our Services are built around proprietary Human Attention Models ("HAMs") — artificial intelligence models trained to understand, predict, and simulate human attentional behaviour. Some Services may allow you to contribute attention data, calibration inputs, or behavioural recordings that are used in conjunction with the HAMs. We will handle such data in accordance with these Terms and our Privacy Policy.

4(c) Your Rights to Content

• Except as expressly set out in these Terms, as between you and Noreason.ai, you retain all rights in and to your Input.
• Output is generated by, but does not include, Noreason.ai's proprietary Human Attention Models or other AI models. As between you and Noreason.ai, you retain all rights in and to your Output, subject to these Terms.

4(d) Licence to Your Content

By submitting Content to our Services, you grant Noreason.ai a licence to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display your Content:

• to provide the Services (including trust and safety features);
• to improve the Services and train our Human Attention Models; and
• to develop new services and products.

This licence is: perpetual and irrevocable; non-exclusive; royalty-free and fully paid; worldwide; and sub-licensable through multiple tiers.

We will not commercialise your personal attention data or behavioural signals on a standalone basis without your explicit permission.

4(e) Opt-Out of Training

You may opt out of our use of your Content for training purposes at any time by navigating to the 'Data Use' section in your Noreason.ai account settings. Your Content will no longer be used to improve our Services or models once the request has been processed, but this does not affect uses of or materials derived from your Content prior to that date.

4(f) Necessary Rights

You may not provide Input or create Output for which you do not hold all rights necessary to grant us the licence described above. You represent and warrant that your Content and our use of it will not violate any rights of any person or entity, including intellectual property rights or privacy rights.

4(g) No Protected Health Information

You may not provide Input that includes protected health information as defined by applicable health data legislation (including HIPAA) except as permitted under a separately executed data processing agreement.

4(h) Content Moderation

We do not undertake to review all Content. We expressly disclaim any duty to monitor or review Content. However, we reserve the right to:

• Delete, remove, or refuse to post any Content at any time, with or without notice, including for violations of applicable law or these Terms;
• Terminate or suspend your access to all or part of the Services if Content is reasonably likely to violate applicable law or these Terms;
• Take any action with respect to Content that is necessary or appropriate, in our sole discretion, to ensure compliance with applicable law or to protect the rights of Noreason.ai or any third party; and
• Cooperate with law enforcement authorities or court orders requesting disclosure of information about anyone posting Content on or through the Services, as permitted by law.

5. Our Intellectual Property

5(a) Ownership

The Services — including all text, graphics, images, photographs, videos, illustrations, Human Attention Models, AI models, software, and other content — and all intellectual property rights therein and thereto, are owned by Noreason.ai or our licensors. All rights not expressly granted in these Terms are reserved.

5(b) Limited Licence

Subject to your compliance with these Terms, Noreason.ai grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use our Services solely as described herein. Any use of the Services beyond what is specifically authorised is strictly prohibited and will terminate this licence.

5(c) Trade Marks

The name "Noreason.ai", our logos, product or service names, slogans, and the look and feel of the Services are trade marks of Noreason.ai (or Noreason) and may not be copied, imitated, or used — in whole or in part — without our prior written permission. All other trade marks mentioned in connection with the Services are the property of their respective owners and do not constitute or imply endorsement, sponsorship, or recommendation by us.

5(d) Feedback

You may voluntarily submit questions, comments, suggestions, ideas, or other information about Noreason.ai or our Services ("Feedback"). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgement or compensation to you. Noreason.ai will exclusively own any improvements to, or new inventions based upon, the Services that arise from such Feedback. Feedback is treated as non-confidential.

6. Subscription Services and Payment

6(a) Recurring Subscriptions

To access certain Services, you may be required to enrol in a subscription payment plan ("Recurring Subscription"). Your Recurring Subscription will automatically renew until you cancel it or it is otherwise terminated. You authorise us to store your payment method and to charge it automatically for the subscription amount without further action from you. We will notify you before taking any action as a result of a failed payment.

6(b) Prepaid Credits

• Overview. Noreason.ai may offer prepaid usage credits ("Prepaid Credits") for certain Services. Prepaid Credits are a limited, revocable, prepaid right to access Services and do not constitute money, a monetary equivalent, a deposit, stored value, or a balance held for your benefit.
• Purchase. Prepaid Credits may be purchased through your account on a one-time or recurring basis. They are issued upon successful payment. Recurring purchases will continue until you disable the feature or your account is terminated.
• Use. Prepaid Credits may only be used to pay for eligible Services in connection with your account. They may not be transferred, sold, gifted, traded, sub-licensed, or assigned.
• Expiration. Unless otherwise specified at the time of purchase, all Prepaid Credits expire twelve (12) months after the date of purchase or issuance. Expired Credits are automatically removed from your account.
• No Refunds. Except as required by applicable law, Prepaid Credits purchases are non-refundable. Unused Prepaid Credits are not refundable upon account suspension or termination.
• Changes. Noreason.ai may modify Prepaid Credits pricing, usage rates, expiration periods, or eligible Services with appropriate notice. Such changes apply prospectively.

6(c) Cancellation

You may cancel your Recurring Subscription through your account settings or by contacting us. Cancellation takes effect at the end of the current billing period (except where you cancel due to a change to these Terms or in exercise of your withdrawal rights under Section 7). You will continue to have access to the Services through the end of your current subscription period. No refunds will be issued for subscription fees already paid, except as set out in these Terms.

6(d) Price Changes

We reserve the right to change subscription pricing from time to time. If you purchased your Recurring Subscription directly from us, we will give you at least 30 days' notice of any price change. If you do not cancel before the start of the next billing period, you will be deemed to have accepted the new price. If you subscribed through an app store, please review the relevant app store terms.

6(e) Overage Charges

If your usage exceeds the volume included in your Recurring Subscription, you will be charged overage fees as indicated to you upon subscribing. You authorise us to charge your payment method on file for such amounts.

6(f) Payment

You represent and warrant that you have the right to use any payment method you submit in connection with a payment. You authorise us to charge your payment method (including any updated details we receive from your issuing bank or payment processor) for all charges you incur under these Terms. You are responsible for all applicable taxes and charges. In the event legal action is necessary to collect outstanding balances, you will reimburse us for all reasonable costs incurred, including legal fees, to the extent permitted by applicable law.

7. Right of Withdrawal

When you purchase a Recurring Subscription directly from us as a consumer, you have a statutory right to withdraw from the agreement within 14 days of purchase, without giving any reason. Instructions on how to exercise this right, including a model withdrawal form, are set out in Appendix 1 at the end of these Terms.

When you purchase a Recurring Subscription, you expressly acknowledge and agree to the immediate provision of the Recurring Subscription. You understand that if you withdraw within the first 14 days, you may be charged a proportionate amount for Services already provided up to the point of withdrawal.

If you purchased a Recurring Subscription through an app store provider, your right of withdrawal may be treated differently — please review the relevant app store terms.

8. Copyright Complaints

8(a) Reporting Infringement

Noreason.ai takes intellectual property rights seriously. If you believe that content on our Services infringes your copyright, please contact us at:

Email: [email protected]

A valid copyright removal request must include: (i) a physical or electronic signature of a person authorised to act on behalf of the rights owner; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the allegedly infringing material and its location on our Services; (iv) your contact information; (v) a statement of good faith belief that the use is not authorised by the rights owner, its agent, or the law; and (vi) a statement, under penalty of perjury, that the information in the notice is accurate and that you are authorised to act on behalf of the rights owner.

8(b) Repeat Infringers

In accordance with applicable law, we have adopted a policy of terminating, in appropriate circumstances, the accounts of users who repeatedly infringe the intellectual property rights of others. Users will not be penalised where complaints are retracted, a valid counter-notice is filed, or the matter is subject to active litigation.

9. Third-Party Services and Content

Our Services may rely on or interoperate with third-party products and services, including data storage, communications technologies, third-party AI model providers, and network operators ("Third-Party Services"). These are beyond our control, but their operation may impact the reliability of our Services.

We may provide links to or information about third-party products, services, activities, or events, or allow third parties to make content available through our Services ("Third-Party Content"). Your dealings with third parties are solely between you and the relevant third party. We have no obligation to monitor Third-Party Services or Third-Party Content and may block or disable access to them at any time.

Access to and use of Third-Party Services or Third-Party Content may be subject to additional terms and policies of the relevant third-party providers. You are responsible for obtaining and maintaining all hardware, network services, and other products necessary to access and use our Services.

10. Indemnification

If you are a business or organisation, to the fullest extent permitted by applicable law, you will indemnify, defend (at our option), and hold harmless Noreason.ai, Noreason, and our officers, directors, partners, licensors, employees, and agents from and against any losses, liabilities, claims, demands, damages, expenses, or costs ("Claims") arising out of or related to:

• your access to or use of the Services;
• your Content or Feedback;
• your violation of these Terms;
• your violation, misappropriation, or infringement of any rights of another person or entity (including intellectual property rights or privacy rights); or
• your conduct in connection with the Services

You will cooperate with Noreason.ai in defending such Claims and pay all fees, costs, and expenses associated with the defence (including reasonable legal fees). Noreason.ai will have the right to control the defence or settlement of any third-party Claims at its sole option. This indemnity is in addition to, and not in lieu of, any other indemnities in a written agreement between you and Noreason.ai.

11. Disclaimers

For Business Users

To the fullest extent permitted by applicable law, our Services, Beta Services, and any content or materials provided therein (including Third-Party Content and Third-Party Services) are provided "as is" and "as available" without warranties of any kind, whether express or implied. Noreason.ai disclaims all warranties with respect to the foregoing, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

Noreason.ai does not represent or warrant that the Services are accurate, complete, reliable, current, or error-free, or that access to the Services will be uninterrupted or free from harmful components. Due to the nature of machine learning and Human Attention Models, Output may not be unique and may be similar or identical to output generated for other users.

For Consumer Users

We are responsible for losses you suffer caused by our breach of these Terms, unless the loss is: (i) unforeseeable at the time the contract was formed; (ii) caused by events outside our reasonable control; (iii) avoidable by you through taking reasonable action; or (iv) a business or commercial loss.

Some jurisdictions do not permit the disclaimer of certain warranties, so some or all of the above may not apply to you. In that case, our liability is limited to the maximum extent permitted by the law of your country of residence.

12. Limitation of Liability

For Business Users

To the fullest extent permitted by applicable law, Noreason.ai will not be liable to you under any theory of liability (whether in contract, tort, negligence, warranty, or otherwise) for any indirect, consequential, exemplary, incidental, punitive, or special damages, or for lost profits, even if Noreason.ai has been advised of the possibility of such damages.

The total liability of Noreason.ai for any claim arising out of or relating to these Terms or our Services is limited to the greater of: (i) one hundred euros (€100); and (ii) the total amounts paid by you to Noreason.ai in the 12 months immediately preceding the claim.

For Consumer Users

Nothing in these Terms limits or excludes our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, any liability that cannot be excluded or limited by applicable law, or any statutory rights you have as a consumer that cannot be contractually excluded.

Some jurisdictions do not permit the limitation of certain damages, so some or all of the above may not apply to you. In that case, our liability is limited to the maximum extent permitted by the law of your country of residence.

13. Governing Law and Dispute Resolution

For Business Users

Any dispute or claim between you and Noreason.ai (Noreason) will be governed by and construed in accordance with the laws of the State of New York, USA, without regard to conflict of law principles. The state and federal courts located in New York City, New York, will have exclusive jurisdiction. Each party waives any objection to venue in such courts.

For Consumer Users

If a claim or dispute arises out of or relates to your use of the Services as a consumer, both you and Noreason.ai agree that claims may be resolved in any competent court in the country of your main residence that has jurisdiction over your claim, and the laws of that country will apply. This includes your right to bring proceedings before a national consumer dispute resolution body where available.

14. Modifying and Terminating Our Services

We may always make changes to the Services to:

• reflect changes in applicable laws and regulatory requirements;
• make minor technical adjustments or improvements, such as addressing security vulnerabilities; or
• update the Services, provided they continue to match the description provided to you before purchase.

If we plan to make changes that materially and adversely affect you, we will notify you in advance. You may then contact us to end the contract before the change takes effect and receive a refund for any Services paid for but not yet received.

We may suspend the supply of Services to deal with technical problems or make technical changes, update the Services to reflect changes in applicable laws, or make improvements. We will contact you in advance to notify you of any suspension unless urgent security or legal reasons prevent this. If a suspension exceeds ten (10) days in any thirty (30) day period, we will adjust the price so you do not pay for suspended periods. If we suspend or notify you of an intention to suspend for more than thirty (30) days, you may contact us to end the contract and receive a refund for amounts paid in advance for Services not yet received.

15. Export Control

You are responsible for compliance with applicable export control laws and regulations. You represent and warrant that: (i) you are not located in, or a resident of, any country or territory subject to economic sanctions or trade embargoes imposed by the U.S. Government or equivalent authorities (including Belarus, Cuba, Iran, North Korea, Russia, Syria, and the annexed regions of Ukraine); (ii) you are not listed on any U.S. Government list of sanctioned individuals or entities; and (iii) you will comply fully with all relevant export laws and international trade laws applicable to your use of the Services.

16. Miscellaneous

Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver. These Terms reflect the entire agreement between the parties relating to the subject matter hereof and supersede all prior agreements, representations, and understandings. These Terms are not intended to confer third-party beneficiary rights upon any other person or entity, except as expressly stated. Communications and transactions between us may be conducted electronically.

Section headings are for convenience only and have no legal or contractual effect. Lists of examples following "including" or "e.g." are not exhaustive. All monetary amounts are expressed in euros unless otherwise stated. If any provision of these Terms is found to be unenforceable or unlawful, that provision will be severed and the remainder of the Terms will continue in full force and effect.

If you have a question or complaint, please contact us at:

Email: [email protected]

17. Additional Terms for Mobile Devices

If you download our mobile application ("Mobile App") from an app store or distribution platform ("App Store"), you acknowledge that the availability of the Mobile App and Services is dependent on that App Store, and that these Terms are between you and Noreason.ai — not the App Store. Noreason.ai, not the App Store, is solely responsible for the Services, including the Mobile App.

You must have access to a wireless network to use the Mobile App and agree to pay all associated access fees. You also agree to comply with all applicable App Store terms and conditions, and you acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of these Terms and have the right to enforce them against you.

Apple App Store

If you download the Mobile App from Apple Inc. ("Apple") or the Apple App Store: (i) these Terms are between you and Noreason.ai only, not Apple; (ii) Apple has no obligation to provide maintenance or support for the Mobile App; (iii) Apple is not responsible for any product warranties; (iv) Noreason.ai — not Apple — is responsible for any product liability claims, failure to conform to applicable legal or regulatory requirements, and third-party intellectual property infringement claims; and (v) Apple and its subsidiaries are third-party beneficiaries of these Terms and have the right to enforce them against you.

Google Play Store

If you download the Mobile App from Google Play: (i) to the extent of any conflict between the Google Play Terms of Service and these Terms, the Google Play Terms will prevail with respect to your use of the Mobile App; and (ii) Google does not have any responsibility or liability for compliance or non-compliance by Noreason.ai or you under these Terms or the Google Play Terms.

18. Purchase Through Resellers

If you subscribe to Services through an authorised Noreason.ai reseller or partner ("Reseller"): (a) these Terms act as the end-user licence agreement, and your right to access the Services is also subject to your written agreement with the Reseller ("Reseller Agreement"); (b) you will execute all orders directly with the Reseller; and (c) Section 6 (Subscription Services and Payment) does not apply to your relationship with Noreason.ai.

Any refunds, payments, or credits that Noreason.ai is required to provide will be directed to the Reseller, and you must seek such amounts from the Reseller only. Resellers are not authorised to modify these Terms or make promises on Noreason.ai's behalf. Noreason.ai may suspend or terminate the delivery of Services to you in accordance with these Terms.

Appendix 1: EEA, Switzerland & UK Withdrawal Rights

Right of Withdrawal

You have the right to withdraw from this contract within 14 days, without giving any reason. The withdrawal period will expire 14 days from the day of conclusion of the contract.

To exercise this right, you must inform us — Noreason.ai, operating as Noreason.ai — of your decision to withdraw by an unequivocal written statement (e.g., a letter sent by post or email). You may use the model withdrawal form below, but this is not obligatory. If you use the form, we will communicate acknowledgement of receipt without delay on a durable medium.

To meet the withdrawal deadline, it is sufficient for you to send your communication before the withdrawal period has expired.

Effects of Withdrawal

If you withdraw, we will reimburse to you all payments received from you, without undue delay and in any event not later than 14 days from the day on which we are informed of your decision to withdraw. We will carry out such reimbursement using the same means of payment as you used for the initial transaction, unless you expressly agree otherwise. You will not incur any fees as a result of such reimbursement.

If you requested that the Services begin during the withdrawal period, you shall pay us an amount proportionate to what has been provided up to the point of your withdrawal.

Model Withdrawal Form

(Complete and return this form only if you wish to withdraw from the contract, make sure the mailing address is same as the email address use on the service.)

To: [email protected]

I/We (*) hereby give notice that I/We (*) withdraw from my/our (*) contract for the provision of the following service:

Ordered on (*): _______________

Name of consumer(s): _______________

Address of consumer(s): _______________

Signature (only if notified on paper): _______________

Date: _______________

(*) Delete as appropriate.

If you purchased your Recurring Subscription through an app store provider, please contact them directly to withdraw from the agreement. In case of Stripe you can stop the subscription from the dashboard.