Effective Date: May 18, 2026
Last Updated: May 18, 2026
Please read these terms before using Succinctly. By clicking “I Agree,” creating an account, or accessing Succinctly, you agree to this Agreement. If you are accepting on behalf of a company, you confirm that you have authority to bind that company. If you don’t agree, please don’t use Succinctly.
This End User License Agreement (the “Agreement”) is between Austin Artificial Intelligence, Inc. (“AAI,” “we,” “us,” “our”), a company located at PO Box 340511, Lakeway, TX 78734, and you — either an individual or the entity you represent (“Customer” or “you”).
Together we are referred to as the “Parties”, and each as a “Party”.
In plain English: Succinctly is our AI help-desk and enterprise-intelligence platform. By signing up, clicking “I Agree,” or using it, you accept these terms. If your order form, statement of work, or other written agreement with us says something different, that document wins for the things it covers.
1.1 The Service. “Succinctly” or the “Platform” means AAI’s proprietary software-as-a-service generative-AI and agentic workflow platform, including all related applications, integrations, APIs, dashboards, software, models, and documentation (collectively, the “Service” or “Platform”).
1.2 Acceptance. You accept this Agreement by (a) clicking a button or check-box indicating acceptance, (b) executing an order form, statement of work, or other ordering document that references this Agreement (each, an “Order”), or (c) accessing or using the Platform. If you don’t agree to these terms, do not access or use the Platform.
1.3 Order of precedence. This Agreement governs all use of the Platform. If you and AAI sign an Order with different terms, the Order prevails over this Agreement only for the matters it specifically addresses; otherwise this Agreement controls.
1.4 Updates to this Agreement. We may update this Agreement from time to time. If we make material changes, we’ll provide reasonable advance notice — for example, by email, in-product notice, or by posting an updated version with a new “Last Updated” date. Your continued use of the Platform after the changes take effect means you accept the updated Agreement.
In plain English: We grant you a limited right to use Succinctly for your own internal business while your subscription is active. We can update the Platform; if a change materially hurts how you use it, we’ll let you know first when we reasonably can.
2.1 Grant. Subject to your ongoing compliance with this Agreement and any applicable Order, AAI grants you a non-exclusive, non-transferable, non-sublicensable, worldwide, revocable, limited right during the Term to access and use the Platform, and to allow your Authorized Users to access and use the Platform, in each case for your internal business purposes.
2.2 Authorized Users. “Authorized Users” means your employees, contractors, and other individuals whom you authorize to use the Platform on your behalf, subject to any user limits in your Order.
2.3 Reservation of rights. The Platform is licensed, not sold. AAI and its licensors retain all right, title, and interest in and to the Platform and all related Intellectual Property Rights. No license is granted by implication, estoppel, or otherwise.
2.4 Changes to the Platform. We may modify the Platform to comply with applicable law or to maintain or enhance economy, efficiency, or effectiveness. If a modification would have a materially adverse impact on your use of the Platform, we will notify you as soon as practicable before the change goes into effect.
“Intellectual Property Rights” means copyrights, trademarks, patents, inventions, trade secrets, and all other intellectual property rights now existing or hereafter coming into existence, along with all renewals, extensions, improvements, and modifications.
In plain English: We’ll work to keep the Platform running, and we offer email support during U.S. business hours.
3.1 Availability. We will make the Platform available subject to this Agreement and the applicable Order.
3.2 Support. We provide technical support to you during regular U.S. business hours (9:00 AM – 5:00 PM Central Time, Monday through Friday, excluding U.S. federal holidays) via email to support@austinai.io. Please include enough information for us to diagnose and start troubleshooting the issue.
In plain English: You’re responsible for your account, your credentials, and what your team does on the Platform. Keep credentials secret; tell us right away if you spot misuse.
4.1 Account responsibility. You are responsible for selecting and authorizing Authorized Users and for everything they do on the Platform — your Authorized Users’ acts and omissions are treated as your own.
4.2 Credentials. We provide you the ability to issue and manage credentials for your Authorized Users (“User Credentials”). You must suspend, delete, modify, or reissue User Credentials as needed to protect the security and integrity of the Platform.
4.3 No sharing. You will not, and will ensure your Authorized Users do not, share User Credentials with any third party or permit any unauthorized access to the Platform. You will use commercially reasonable efforts to prevent unauthorized use of the Platform and will notify us in writing promptly if unauthorized use comes to your attention. If unauthorized access occurs through you or anyone gaining access through you, you will take all steps reasonably necessary, at your sole cost, to terminate that access, and will cooperate with our efforts to do the same.
4.4 Suspension. We may suspend or revoke any Authorized User’s access if we reasonably determine they have breached this Agreement.
In plain English: Don’t reverse-engineer the Platform, don’t break the law with it, don’t try to resell it, and don’t use it to build a competing product.
You will not, and will not permit any Authorized User or third party to:
In plain English: You own your data. We use it to run the Platform for you. We won’t use your data to train AI models for anyone else without your written permission. We may keep and use de-identified, aggregated data and platform-usage data to operate and improve our service.
6.1 Definition. “Customer Data” means any data submitted to, or collected by, the Platform from you or your Authorized Users. This includes demographic data and all corporate data and information that you allow to be processed by the Platform.
6.2 Ownership. As between the Parties, you are the sole and exclusive owner of Customer Data. Except as described in this Section 6, we obtain no rights to Customer Data because of your use of the Platform.
6.3 Our use of Customer Data. The Platform is cloud-based and relies on internet connections, remote storage, and remote processing. You grant AAI, for the duration of the Term and after the Agreement ends, a worldwide, royalty-free right to use, copy, transmit, modify, display, and store Customer Data:
6.4 Derived Data. “Derived Data” means data that is derived from or generated as a result of use of the Platform by you and your Authorized Users — including platform usage and performance statistics, in-Platform activity metrics, anonymized information, data created by the Platform from Authorized User interactions, and information derived from our analysis of Customer Data. AAI may use and disclose Derived Data in any lawful manner, so long as the disclosure leaves no reasonable basis to identify you or any individual as the source. AAI owns Derived Data and any information derived from it, and may retain it after this Agreement ends.
6.5 AI training. We will not use, and will not permit any third party to use, any Customer Data to train, validate, update, improve, or modify any AI Technology, or as prompts for any AI Technology, for ourselves or for the benefit of anyone else, without your prior written authorization, which you may withhold or withdraw at your sole discretion. We will not develop, train, or otherwise use AI Technology in a way that does, will, or could reasonably be expected to adversely affect your rights or ownership in Customer Data. We may use Derived Data internally for lawful purposes, as long as that use does not violate our confidentiality obligations regarding Customer Data.
6.6 Personal information. Customer Data may contain the personally identifiable information of your Authorized Users or other individuals. We will comply with all applicable laws regarding the use and processing of personally identifiable information.
“AI Technology” means machine learning, deep learning, and other artificial-intelligence technologies, including statistical learning algorithms, models (including large language models), neural networks, and other AI tools or methodologies, all software implementations of any of the foregoing, and related hardware or equipment capable of generating content (including text, images, video, audio, or computer code) based on user-supplied prompts.
In plain English: AI outputs can be wrong or inconsistent. You’re responsible for checking outputs before relying on them. AI-generated work isn’t protectable under U.S. copyright law, so be careful about treating it as your own copyrighted material.
7.1 Generated Data. “Generated Data” means outputs of AI Technology incorporated into the Platform.
7.2 No guarantees. We are not responsible for the accuracy, completeness, quality, integrity, legality, reliability, or appropriateness of Generated Data, or for your use of such outputs once you receive them. Because Generated Data is based on AI outputs, it may not be guaranteed, and there may be variability in the data, information, or responses the Platform provides. You are solely responsible for any use of or reliance on Generated Data for any purpose.
7.3 Copyright limits. You acknowledge that work generated by AI Technology is not protectable under the U.S. Copyright Act. You are solely responsible for any decision to incorporate AI-generated output into your work product, copyrighted materials, or other intellectual property.
7.4 Not professional advice. The Platform and its outputs are not legal, financial, medical, tax, or other professional advice. Don’t rely on them as a substitute for advice from a qualified professional.
In plain English: Pay your invoices within 30 days. Late fees apply. We can reduce your access to read-only or suspend it if you don’t pay. Sales tax is on you.
8.1 Fees. You will pay all fees specified in the applicable Order (“Fees”). Except as expressly set forth in this Agreement, all Fees are non-cancellable and non-refundable.
8.2 Invoicing. You will pay all invoiced amounts within thirty (30) days of the invoice date. Overdue amounts accrue interest at the lesser of one and one-half percent (1.5%) per month or the highest rate allowed by law. If any amount is more than 30 days past due, we may, by written notice, limit your use of the Platform to read-only, or suspend it entirely, until the overdue amount is paid in full. You must communicate in writing any invoice disputes within twenty-five (25) days from the invoice date, otherwise the invoice will be deemed accepted. Our remedies in this Section are cumulative.
8.3 Taxes. Fees are exclusive of all taxes, levies, or duties, other than taxes based on our net income. If we are required to pay any such taxes, you will promptly reimburse us. Tax-exempt organizations may not owe certain taxes under this Section.
8.4 No setoffs. All amounts payable to AAI will be paid in full, without setoff, recoupment, counterclaim, deduction, debit, or withholding (other than as required by applicable law).
In plain English: Either of us can end this with 90 days’ written notice. We can end it sooner for serious breach, insolvency, or going-out-of-business situations. When it ends, your access ends. Anything that should logically survive — like confidentiality, IP, liability caps — survives.
9.1 Term. This Agreement begins on the date you first accept it (or, if applicable, the Effective Date in your Order) and continues until terminated as described in this Section.
9.2 Termination for convenience. Either Party may terminate this Agreement on ninety (90) days’ prior written notice. If no Orders are outstanding at the end of the notice period, this Agreement ends at that point. If Orders are outstanding, AAI may elect to keep them in effect for the remainder of their term, in which case this Agreement continues to apply until those Orders expire.
9.3 Termination for cause. Either Party may terminate this Agreement (a) on 30 days’ written notice of a material breach that the other Party fails to cure within the notice period, (b) immediately on written notice if the breach is incapable of cure, or (c) immediately if the other Party ceases actively doing business, begins winding up, or becomes the subject of bankruptcy or insolvency proceedings that are not promptly dismissed.
9.4 Effect of termination. When this Agreement ends, your and your Authorized Users’ right to access and use the Platform ends. Any provision that by its nature should survive termination will survive — including Sections 6, 7, 10, 11, 12, 13, 14, 18, 20, and 21.
In plain English: We promise that if there’s a serious bug in the Platform, we’ll try to fix it or work around it. If we can’t fix it within 180 days, you can walk away. Otherwise, the Platform is provided “as is” with all faults.
10.1 Substantive Program Errors. If you notify us that the Platform contains a reproducible error or defect in code that causes the Platform to fail to operate or produce output substantially as described in our user manuals or documentation, and that materially and adversely affects the Platform (a “Substantive Program Error”), and your notice references this Section or states that you are making a warranty claim, we will, at our expense, correct or provide a reasonable workaround for the error. Any claim under this warranty must be made by written notice to us within thirty (30) days after you first become aware of the error.
10.2 No warranty obligation. We have no obligation under this warranty if (a) you or any third party attempts any alteration, modification, or misuse of the Platform, (b) you use the Platform in combination with non-compatible products, (c) you are in breach or default of any provision of this Agreement, or (d) this Agreement has been terminated.
10.3 180-day remedy. If we are unable to correct or reasonably work around a properly reported Substantive Program Error within 180 days after receiving the initial report, your exclusive remedy will be to terminate this Agreement with no further obligation or liability to either Party.
10.4 Limitations. We do not guarantee uninterrupted or error-free operation of the Platform, or that all errors will be corrected. We are not liable for errors or damages caused by Platform Data processing, your reliance on the Platform, decisions you make based on Platform Data, third-party criminal acts, limitations inherent in the internet, or third-party hardware, software, systems, or data.
10.5 DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTY IN SECTION 10.1 (AND THE PROFESSIONAL-SERVICES WARRANTY IN SECTION 16 IF APPLICABLE), ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED. THE PLATFORM, ALL DOCUMENTATION, AND ANY OTHER PRODUCTS, INFORMATION, MATERIALS, AND SERVICES PROVIDED BY US ARE PROVIDED “AS IS” AND “WITH ALL FAULTS.”
In plain English: Neither of us is on the hook for indirect or consequential damages like lost profits. Our total liability to you is capped at what you paid us in the last 12 months. Things outside our control (acts of God, war, etc.) aren’t our fault.
11.1 No indirect damages. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE) WILL AAI OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY ON YOUR BEHALF FOR ANY LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, BUSINESS INTERRUPTION, LOSS OF GOODWILL, OR FOR ANY TYPE OF INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE LOSS OR DAMAGES, OR ANY OTHER LOSS OR DAMAGES INCURRED BY YOU OR A THIRD PARTY ON YOUR BEHALF IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF WHETHER AAI WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
11.2 Cap. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, AAI’S AGGREGATE LIABILITY TO YOU AND ANY THIRD PARTY ON YOUR BEHALF WILL IN NO EVENT EXCEED THE TOTAL FEES PAID BY YOU TO AAI IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.
11.3 Force majeure. Neither Party will be liable for delay or non-performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, fire, war, terrorism, third-party criminal acts, governmental action, or labor disputes. The performance period will be extended to reflect the delay as agreed by the Parties.
In plain English: If either of us shares non-public business or technical information, the other keeps it confidential and uses it only for purposes of this Agreement. Confidentiality lasts two years after this Agreement ends.
12.1 Definition. “Confidential Information” means any trade secrets or other non-public information of a Party — whether technical, business, or otherwise — disclosed during the Term, including technology, software, products, services, designs, methodologies, business plans, finances, marketing plans, customers, prospects, and other affairs. Customer Data is your Confidential Information. AAI’s Confidential Information includes its software, programming tools, documentation, computational and statistical models, algorithms, reports, content, data, videos, know-how, methods, processes, and other inventions, works, and technologies.
Confidential Information does not include information that:
12.2 Use and disclosure. During and after the Term, each Party will (a) use the other’s Confidential Information solely for the purposes of this Agreement, (b) not disclose it to a third party unless the third party needs to access it to perform that Party’s obligations or exercise its rights under this Agreement and has signed a confidentiality agreement with substantially similar terms, and (c) protect it from unauthorized use or disclosure using at least a reasonable degree of care.
12.3 Required disclosure. If a Party is required by law to disclose the other’s Confidential Information, it will give prompt written notice (where legally permitted) and reasonably cooperate with the other Party’s efforts to obtain a protective order.
12.4 Return or destruction. Within ten (10) business days after the disclosing Party’s written request following termination, the receiving Party will destroy or return all materials containing the disclosing Party’s Confidential Information and certify that it has done so. The receiving Party may retain (a) one archived copy solely for administering its obligations under this Agreement, and (b) Confidential Information contained in electronic back-up files created in the ordinary course. AAI is not required to destroy Derived Data.
12.5 Prior NDAs. Any prior non-disclosure agreement between the Parties is superseded by this Section for Confidential Information shared after the Effective Date, and is deemed terminated by mutual agreement as of the Effective Date. Confidential Information shared before the Effective Date is also governed by this Section.
12.6 Survival. The confidentiality obligations in this Section will survive for two (2) years following the termination or expiration of this Agreement.
In plain English: If a third party claims the Platform infringes their U.S. IP rights, we’ll defend you and pay any settlement or judgment, subject to the carve-outs below. You’ll defend us against claims arising from your use of the Platform, your violations of this Agreement, or your misuse of our IP.
13.1 Our IP indemnity. We will defend or settle, and indemnify and hold harmless, you and your shareholders, officers, directors, employees, and contractors (“Indemnitees”) from any third-party demand, action, or liability, and related expenses, costs, and reasonable attorneys’ fees (a “Claim”) alleging that the Platform or any Deliverable, as provided by us, infringes a United States copyright, trademark, or patent.
This indemnity does not apply to Claims based on (a) modification of the Platform or Deliverable by you, or (b) combination of the Platform or Deliverable with software, products, services, or hardware not provided by us.
If such a Claim is brought or likely to be brought, we may, at our option and expense: (i) procure the right for you to continue using the infringing part of the Platform or Deliverable, (ii) modify or replace the Platform or Deliverable to become non-infringing, or (iii) if neither of the above is commercially reasonable or technically feasible, terminate this Agreement and refund any unused, prepaid fees. This Section states our entire liability and obligation for IP-infringement Claims.
13.2 Your indemnity. You will defend or settle, and indemnify and hold harmless, AAI’s Indemnitees from any third-party Claim that: (i) relates to or arises from your or your Authorized Users’ use of (or inability to use) the Platform; (ii) arises from your or your Authorized Users’ negligence or willful misconduct; (iii) arises from your or your Authorized Users’ violation of Section 4 (Your Account & Authorized Users) or Section 5 (Acceptable Use); (iv) arises from your or your Authorized Users’ misuse or misappropriation of AAI’s Intellectual Property Rights; or (v) arises from your or your Authorized Users’ violation of any applicable law.
13.3 Procedure. The indemnified Party will (a) give the indemnifying Party prompt written notice of the Claim, and (b) reasonably cooperate in the defense. The indemnifying Party will control the defense (including appeals, negotiations, and settlement), provided that (i) if the indemnifying Party fails to assume the defense on time to avoid prejudice, the indemnified Party may defend the Claim without losing its indemnity rights until the indemnifying Party assumes the defense, and (ii) the indemnified Party may reject (not unreasonably) any settlement that requires it to admit wrongdoing or accept any ongoing affirmative obligation. The indemnifying Party’s obligations are excused only to the extent materially prejudiced by (A) late notice or (B) failure to reasonably cooperate.
In plain English: We own the Platform and everything related to it. Feedback you give us, we can use freely. Our names and logos belong to us.
14.1 Ownership of the Platform. AAI and its licensors retain all right, title, and interest, and all associated Intellectual Property Rights, in and to the Platform and any other software or products developed before or during the Term, including derivative works. “Succinctly,” “Austin AI,” and “We Make AI Work” are AAI trademarks.
14.2 Feedback. You grant AAI a royalty-free, fully paid-up, worldwide, transferable, sublicensable, irrevocable, and perpetual license to implement, use, modify, commercially exploit, and incorporate into the Platform any suggestions, enhancement requests, recommendations, or other feedback we receive from you.
14.3 No implied rights. Other than as expressly provided in this Agreement, no license, title, interest, or other right, however described, is granted to you with respect to AAI’s Intellectual Property Rights, including its trademarks, trade dress, logos, brands, or insignia.
In plain English: If your subscription includes APIs/SDKs, you can use them to build internal tools that talk to Succinctly. You can’t repackage or resell Succinctly. Developer Tools come with their own narrower warranty and liability terms — including a $100 liability cap and a one-year claim window.
15.1 Scope. If your Order entitles you to access AAI’s APIs, SDKs, or other developer tools (collectively, “Developer Tools”), this Section governs your use of them. To the extent this Section conflicts with the rest of this Agreement with respect to Developer Tools, this Section controls. We may modify the terms of this Section and will inform you of changes (including by email).
15.2 Definitions.
15.3 Grant. AAI grants you a non-exclusive, non-transferable, non-sublicensable, worldwide, revocable right and license during the Term to use and call Developer Tools to develop, implement, release, and support Connected Services that exchange information with the Platform, in each case solely as permitted by this Agreement. AAI may limit, suspend, revoke, modify, or deprecate Developer Tools at any time for any reason, with or without notice.
15.4 Your responsibilities. Connected Services do not inherit any government clearance or regulatory approval by virtue of integrating with the Platform. You are solely responsible for ensuring your Connected Services comply with applicable law and any policies we issue regarding Developer Tools. You will not repackage or resell the Platform, in whole or in part, using Developer Tools or otherwise, without our specific written permission. You will not share API credentials with any third party, and will store them securely.
You are solely responsible for: (a) the technical installation and operation of Connected Services; (b) creating and displaying information and content in Connected Services; (c) ensuring Connected Services do not infringe any third-party intellectual property; (d) ensuring Connected Services do not introduce malicious code into the Platform or any data it processes; and (e) ensuring Connected Services are not designed for or used to spam Platform end users.
15.5 Developer Tools — disclaimer and liability. THE DEVELOPER TOOLS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND. AAI EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. AAI DOES NOT WARRANT THAT DEVELOPER TOOLS WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE FROM VIRUSES.
UNDER NO LEGAL THEORY WILL AAI OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, BUSINESS INTERRUPTION, LOSS OF GOODWILL, OR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES IN CONNECTION WITH THIS SECTION OR THE DEVELOPER TOOLS. NOTWITHSTANDING ANYTHING ELSEWHERE IN THIS AGREEMENT, AAI’S AGGREGATE LIABILITY ARISING FROM THIS SECTION OR THE DEVELOPER TOOLS WILL NOT EXCEED ONE HUNDRED DOLLARS ($100). ANY CLAIM ARISING OUT OF OR RELATING TO THIS SECTION 15 MUST BE BROUGHT WITHIN ONE (1) YEAR OF THE FIRST EVENT OR OCCURRENCE GIVING RISE TO THE CLAIM.
15.6 Indemnification (Developer Tools). You agree to defend, settle, and indemnify AAI from any third-party Claim arising from or related to your breach of any obligation, representation, warranty, or covenant in this Section 15, or any matter for which you are responsible under this Section.
15.7 Support. Unless your Order says otherwise, this Section does not entitle you to receive technical, customer, or sales support for Developer Tools or Connected Services. You are solely responsible for supporting your Connected Services.
In plain English: If we agree (in a signed Order or SOW) to provide professional services like implementation or custom work, those services are governed by this Section. We do the work professionally; if it doesn’t conform to the SOW, we’ll re-perform it. You own the agreed Deliverables once paid for; we keep our pre-existing materials.
16.1 Engagement. From time to time, you may engage AAI on a non-exclusive basis to perform professional services (“Professional Services”) described in one or more signed Orders or Statements of Work (“SOWs”). AAI is not obligated to perform any Professional Services that aren’t described in a signed SOW.
16.2 Fees. Each SOW will state the Fees and payment terms for the Professional Services, on either a fixed-fee or time-and-materials basis. Unless the SOW says otherwise, time-and-materials engagements are invoiced monthly based on hours worked. Payment is in accordance with Section 8.
16.3 Warranty. AAI represents and warrants that Professional Services (i) will be performed with professional diligence and skill and (ii) will conform in all material respects to the requirements of the relevant SOW. For any breach of this warranty, our sole obligation and your sole remedy is for us to correct the non-conformance. Any claim must be made by written notice to us within thirty (30) days of delivery of the non-conforming Professional Service. This warranty does not apply if the non-conformance is caused by (i) system alterations, third-party products, hardware malfunctions, or your or your personnel’s acts or omissions, (ii) your breach of this Agreement, or (iii) termination of this Agreement.
16.4 AAI Materials. AAI retains exclusive ownership of all AAI Materials and any enhancements to them. “AAI Materials” means all Intellectual Property Rights in documents, data, know-how, methodologies, software, and other materials provided or used by AAI in performing Professional Services and developed or acquired by AAI prior to or independently of this Agreement, or created by AAI as a tool for its use in performing Professional Services, plus any modifications, enhancements, or derivative works.
16.5 Customer Materials. You retain exclusive ownership of all right, title, and interest in and to the Customer Materials, including all Intellectual Property Rights. AAI has no right to use Customer Materials except as necessary to perform the Professional Services during the Term. “Customer Materials” means any documents, data, know-how, methodologies, software, and other materials provided to AAI by you.
16.6 Deliverables. “Deliverables” means products, work products, software developed, results or outputs of the Professional Services, final versions of items of work and documentation, or any materials procured or prepared by AAI and described as a Deliverable in an SOW. Deliverables exclude the Platform itself and any improvements made by AAI to the Platform.
Upon AAI’s receipt of all Fees due, you will own all Intellectual Property Rights in and to the Deliverables (subject to applicable open-source and third-party licenses, and to the license restrictions on your further use of AAI Materials incorporated into the Deliverables). To the extent any Deliverables qualify as “works made for hire” under 17 U.S.C. § 101, they are deemed works made for hire for you. AAI retains all right, title, and interest in any AAI Materials incorporated into a Deliverable, subject to the license in Section 16.8 below.
16.7 Non-exclusivity. Professional Services are provided on a non-exclusive basis. AAI retains rights to AAI Materials so that we can continue to own the Platform and create future work for new customers. We will not copy or re-use any Deliverable verbatim for another customer, but nothing in this Agreement restricts us from creating substantially similar deliverables or enhancements for any other customer, provided we don’t disclose your Confidential Information.
For the protection of others already benefitting from materials we previously developed, you agree not to enforce any Intellectual Property Right arising from the Professional Services against AAI or its direct or indirect customers with respect to any analyses, reports, documentation, software, products, methods, processes, technologies, services, or works created or provided by AAI. You will not transfer or license any such Intellectual Property Right unless the transferee/licensee agrees to this restriction.
16.8 License to AAI Materials in Deliverables. Upon AAI’s receipt of all Fees due, AAI grants you a perpetual, fully paid-up, non-exclusive, non-sublicensable right to use and reproduce, for your internal business purposes, the AAI Materials solely to the extent incorporated into any Deliverable. All other rights in AAI Materials are reserved by AAI.
In plain English: We can use subcontractors and cloud-hosting providers. We’re still responsible for what they do.
17.1 Subcontractors. AAI may use one or more subcontractors or other third parties to perform its duties under this Agreement, so long as AAI remains responsible for all of its obligations.
17.2 Sub-processors. You agree that AAI may engage providers of hosting, co-location, and computing infrastructure for portions of the Platform, or to provide certain Platform functionality. AAI retains full responsibility for the performance of its obligations under this Agreement, including obligations performed through sub-processors. AAI may engage new or additional sub-processors without further notification or approval from you, except as required by applicable law.
In plain English: While you’re a customer and for 12 months after, please don’t hire away the people we introduced you to.
During the Term and for twelve (12) months after the latest of the termination or expiration of this Agreement or any SOW, you will not, directly or indirectly, solicit or attempt to solicit, employ or attempt to employ, or offer or make an offer of employment to any person employed by, under contract with, or introduced to you by AAI, in each case without AAI’s prior written consent.
In plain English: You let us list you as a customer (logo, name) and use you as a reference. Anything beyond that needs your written approval. We’ll get your approval before publicly announcing a new contract.
19.1 Customer logos. You authorize AAI to use your name, logos, and other branding in its customer lists and on its website, and as necessary to provide the Services (including for white-labelling an instance of the Platform for your use). Any other use of your name, logo, or branding requires your prior written approval.
19.2 Announcements. AAI may publicly announce the execution of this Agreement with your prior approval. AAI may also offer you as a reference and/or use case to its prospective customers and other partners.
In plain English: This Agreement is governed by Texas law. Disputes are resolved by binding arbitration in Austin, Texas, except either side can ask a court for a temporary restraining order or injunction to protect IP or confidentiality.
20.1 Governing law. This Agreement is governed by the laws of the State of Texas, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
20.2 Venue. Subject to Section 20.3, jurisdiction and venue for any litigation arising under this Agreement (including any litigation about the enforceability of the arbitration provisions below) will be only in a United States district court or a Texas state court with subject-matter jurisdiction located in Austin, Texas. Each Party consents to the personal jurisdiction of those courts and to venue in either of them, and each Party deliberately and affirmatively waives any right to request transfer of any litigation to a U.S. court located elsewhere.
20.3 Binding arbitration. Any controversy or claim arising out of or relating to this Agreement, or the Parties’ rights and remedies under this Agreement, will be decided by binding arbitration in Austin, Texas, in accordance with the American Arbitration Association (“AAA”) Arbitration Rules and Procedures then in effect, except as modified by this Section. Notwithstanding the foregoing, either Party may seek preliminary injunctive relief in a court of competent jurisdiction pending resolution of the dispute. This agreement to arbitrate is specifically enforceable.
The arbitration will be conducted by a panel of three arbitrators. Each Party will appoint one arbitrator, and the third arbitrator will be appointed by the two appointed arbitrators. Each Party will advance the arbitrators’ fees and costs in equal portions, except that the prevailing Party will be entitled to an award of reasonable attorneys’ fees and costs (and the arbitrators are authorized to determine the identity of the prevailing Party and the losing Party). The arbitrators may grant all legal and equitable remedies (including specific performance and injunctive relief), subject to the limitations in this Agreement. Judgment on the award rendered by the arbitrators may be entered in any court with jurisdiction.
The Parties will endeavor to promptly identify and consolidate all related disputes. Any proper parties may be joined in the arbitration, but the Parties agree to proceed with arbitration of disputes between them even if other parties refuse to participate, and waive any objection to arbitration based on the refusal of any other person or entity to be joined.
20.4 Equitable relief. The Parties understand that a breach or threatened breach of this Agreement may cause irreparable harm and that monetary damages may be inadequate. In addition to any other remedies, a Party is entitled to seek equitable relief to enjoin a breach or threatened breach without notice, bond, or proof of damages.
20.5 Attorneys’ fees. If any legal action, arbitration, or other proceeding is instituted to enforce or declare rights under this Agreement, the prevailing Party is entitled to recover reasonable attorneys’ fees and other costs, in addition to any other relief. “Attorneys’ fees and other costs” includes fees and costs incurred to enforce or collect any award or judgment, and in connection with any bankruptcy proceedings or appeals.
In plain English: Standard legal cleanup — these clauses cover assignment, our relationship as independent contractors, severability, notices, and the rest.
21.1 Assignment. Neither Party may assign this Agreement without the other’s prior written consent, except that either Party may assign without consent as part of a merger or sale of all or substantially all of its assets. Any other attempted assignment is void.
21.2 Independent contractors. AAI’s relationship to you is strictly that of an independent contractor. Neither Party has authority to bind the other or direct or control the other’s performance. No third-party beneficiaries are intended.
21.3 Severability. If any provision of this Agreement is held to be unenforceable and severable, no severance will be effective if it materially changes the economic benefit of this Agreement to either Party. Otherwise, the unenforceable provision will be modified to the minimum extent necessary, and the remaining provisions will remain in full force.
21.4 Notices. All notices under this Agreement must be in writing. Notices to AAI may be sent by certified mail (return receipt requested) to PO Box 340511, Lakeway, TX 78734, USA, or by email to info@austinai.io. Notices to you may be sent to the address or email on file in your account or Order. Mailed notices are deemed given three (3) days after mailing; personal delivery is effective immediately; email notice is effective on actual receipt.
21.5 Entire agreement. This Agreement, together with any Order, SOW, or exhibit signed or accepted by the Parties, is the entire agreement between the Parties about its subject matter and supersedes prior or contemporaneous representations or agreements about that subject matter. Pre-printed terms on any purchase order or similar document of yours are of no effect.
21.6 Counterparts. This Agreement may be signed in counterparts; original signatures sent and received electronically (for example, by email with a PDF attached or by DocuSign) are binding.
Questions about this Agreement? We’re happy to help.
Austin Artificial Intelligence, Inc.
PO Box 340511
Lakeway, TX 78734, USA
Email: info@austinai.io
Support: support@austinai.io
Web: www.austinai.io • www.succinctly.io
© 2026 Austin Artificial Intelligence, Inc. All rights reserved. “Succinctly,” “Austin AI,” and “We Make AI Work” are trademarks of Austin Artificial Intelligence, Inc.
The plain-language summaries (marked “In plain English”) are provided for convenience and ease of reading on the web; they are not part of the operative legal terms. If a summary appears to conflict with the underlying section, the operative section text governs.