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Naseeh Commercial Terms

Terms for businesses, firms, governments, organizations, and professional users. Effective July 27, 2026. Version 2026-07-30.6.

01

Parties and Scope

These Terms are between 10881252 Canada Corporation and the entity accepting or ordering the service. The accepting individual represents authority to bind that entity. They apply to business, professional, government, and organizational use. Without authority, the individual must not accept or use the service.

02

Order of Precedence

A signed order form or agreement controls a conflict, followed by these Terms, an incorporated DPA, the Usage Policy, and other incorporated documents. Customer purchase terms, vendor portals, or email do not amend these Terms unless expressly signed by an authorized Naseeh representative.

03

Service and Access

During an order term, Customer receives a limited, non-exclusive, non-transferable, non-sublicensable right for Authorized Users to access the service for Customer’s internal purposes. No rights are implied, and no right is granted to models, source code, infrastructure, or operational data.

04

Account and User Administration

Customer is responsible for administrators, users, permissions, authentication, all account activity, and promptly removing departing users. Customer administrators may access, delete, export, and configure content, records, and settings. Customer must notify users of this authority and applicable policies.

05

Customer Data Responsibility

Customer selects submitted data and represents that it has every right, consent, notice, and legal basis required to collect, use, transfer, and process it through Naseeh and providers, including client, employee, matter, and case data. Customer alone is responsible for classification, minimization, retention, and data-subject responses.

06

Confidentiality and Privilege

Naseeh creates no lawyer-client relationship or privilege. Customer determines whether confidential or privileged material may be submitted and obtains appropriate agreements and controls. We use Customer Confidential Information to provide and protect the service and comply with law, and may disclose it to bound providers or as legally required. Public, independently developed, or lawfully received information is excluded.

07

Data Processing Addendum

If we process personal data for Customer and data-protection law requires processor terms, the published DPA is incorporated unless a signed replacement applies. Customer is the controller or warrants instructions from a valid controller, and we are processor only for that scope.

08

Models and Providers

Features may operate through AI-model, cloud, search, storage, monitoring, and other providers. Customer authorizes us to select and change them and process Customer Data through them to provide the service. We do not guarantee a provider’s terms, region, model, version, price, retention, or availability, and are not responsible for provider conduct beyond our express obligations.

09

Content Use and Improvement

Customer grants Naseeh a worldwide, non-exclusive license to process Customer Data as needed to provide, support, secure, measure, enforce, comply with, and improve service reliability. We do not use private Customer Content to train a general model except under an order, setting, notice, consent, or applicable legal basis. We may use aggregated or de-identified data that does not identify Customer.

10

AI and Human Review

Outputs are probabilistic and may be wrong, fabricated, biased, incomplete, or variable. Customer is responsible for qualified human review and risk-appropriate approval controls, verifying sources, law, and deadlines, and not using output alone for high-impact legal, employment, credit, insurance, health, or government decisions.

11

Actions and Agents

When a feature directs an external action, tool, or agent, Customer is the source of instructions and is responsible for scope, permission, and result. Confirmation, limits, and review must be used before material actions. We do not guarantee success, reversibility, or third-party acceptance.

12

Restrictions and Acceptable Use

Customer and users must follow the Usage Policy, laws, and export controls. No resale, out-of-scope sharing, model, weight, or data extraction, limit evasion, or unauthorized security testing is permitted. Customer is responsible for users, contractors, and downstream customers to whom it provides outputs or service access.

13

Fees, Commitments, and Taxes

Fees are non-cancellable, prepaid under the order, and do not decrease with reduced use. We may invoice overages and suspend for late payment. Prices exclude taxes, withholding, and bank charges. Customer must gross up so we receive the full amount where law permits. Customer may not set off or withhold for a claim.

14

No Refund, Credit, or SLA

To the fullest extent permitted by law, payments are final and non-refundable. There is no pro-rata refund, service credit, or compensation for unused time, outage, error, delay, change, discontinuation, or region or provider block. No SLA, uptime warranty, or credit applies unless a signed order expressly states it, and the stated remedy is exclusive.

15

Term and Renewal

The term begins under the order and automatically renews for the same period unless either party gives non-renewal notice within the stated window, or 30 days before renewal if none is stated. Early termination does not cancel committed fees or require refund. Renewal pricing may change after notice.

16

Suspension

We may immediately suspend for non-payment, breach or reasonable suspicion, security, abuse, or unexpected cost risk, or when a provider, law, or government requires it. We may suspend as needed to investigate or prevent harm without liability or credit. Suspension does not relieve Customer of fees.

17

Termination and Data

Either party may terminate for material breach not cured within 30 days after notice, but we may terminate immediately for non-payment, risk, incurable breach, or legal or provider requirement. On termination, access ends and all committed fees become due. Customer is responsible for export. We do not guarantee retention, restoration, or migration.

18

Ownership

Each party retains pre-existing ownership. Customer owns Inputs, and to the extent permitted we assign our rights in Customer-specific Outputs after payment, excluding Naseeh, pre-existing materials, templates, tools, and third-party content. We own the service, improvements, metrics, and aggregated or de-identified data. Outputs may not be unique or protectable.

19

Beta and Preview Features

We may make a feature, model, or integration available as beta, preview, or early access. These are provided as is with no warranty, support, SLA, or commitment of availability, accuracy, data preservation, or continuation, and may be changed, restricted, have their data deleted, or be discontinued at any time without notice. Customer's use is voluntary and entirely at its own risk. We bear no liability for their use or for any loss or data loss arising from them, and they create no refund or credit. No commitment in a signed order applies to a beta feature unless the order expressly says so.

20

Warranty Disclaimer

The service, outputs, sources, and actions are provided as is, as available, and with all faults. To the fullest extent permitted by law, we and providers disclaim every warranty, including merchantability, fitness for a particular purpose, accuracy, completeness, currency, results, non-infringement, security, availability, compatibility, quiet enjoyment, and Customer-industry compliance, and any warranty arising from course of dealing or usage of trade. Customer selected the service based on its evaluation, not an unwritten promise.

21

Liability Limits

To the fullest extent permitted by law, neither party is liable for indirect, consequential, special, exemplary, or punitive damages or lost profit, revenue, reputation, data, opportunity, or substitute cost. Our aggregate liability will not exceed fees Customer actually paid us for the affected service during the three months before the first event. The cap does not expand by claims or users.

22

Customer Liability Exclusions

Customer liability limits do not apply to fees, violation of restrictions, our rights, confidentiality or data-protection duties, indemnity, fraud, willful misconduct, or legally non-limitable liability. We provide no IP, data, use, or government-claim indemnity unless a signed order expressly states one.

23

Customer Indemnity

Customer will defend and indemnify us and our affiliates, providers, and personnel against third-party claims, investigations, penalties, losses, costs, and legal fees arising from Customer Data, instructions, products, users, decisions, breach, law violation, or third-party-rights violation. We control the defense, Customer must cooperate, and no settlement may bind us without consent.

24

Law, Export, and Provider Changes

We may immediately modify, restrict, or stop the service if law, sanctions, government order, provider policy or access, or service economics change. We have no duty to create a substitute, migrate to another model, or preserve a region or function. To the fullest extent permitted by law, this is not breach and creates no refund, credit, or damages.

25

Force Majeure

Neither party is liable for delay outside reasonable control, including provider, cloud, model, network, or power failure; attack; disaster; epidemic; war; sanctions; government order; or regulatory change. This does not excuse Customer’s payment obligations. We may terminate the affected part if the event continues.

26

Survival

The following survive in full after any order or term expires, the agreement is terminated, the service is suspended or discontinued in whole or in part, or we cease to operate, and regardless of the reason it ended: the warranty disclaimers; the liability limits, exclusions, and risk allocation; Customer's indemnity of us; the class-action waiver, the claim period, and the jury-trial waiver; governing law and forum; ownership, restrictions, and confidentiality; our right to aggregated and de-identified data, metrics, and improvements; fees owed and the no-refund rule; DPA terms that by nature survive; and any other term that by its nature should survive. Survival revives no obligation of ours that has ended.

27

Class-Action Waiver and Claim Period

Each party waives any class, representative, consolidated, or class-arbitration proceeding. Claims are brought individually only, and no tribunal may consolidate different customers' claims. Any claim arising from the agreement or the service must be brought within one year after the cause of action arises or is permanently barred, to the extent law permits this in a business agreement. The parties waive trial by jury.

28

Law, Notices, and General Terms

Ontario and Canadian law govern, and Toronto courts have exclusive jurisdiction. We may seek urgent equitable relief. Notices go to registered addresses or legal@naseeh.io. Customer may not assign without consent; we may assign in a transaction or reorganization. The agreement is entire, amendment requires signature except permitted policy updates, necessary terms survive, and English controls translation conflict.