ALTAM Terms of Service

These Terms of Service (the "Terms") govern access to and use of ALTAM™, including AVA™ and any related websites, applications, dashboards, APIs, artificial intelligence features, workflows, integrations, documentation and support services made available by Pecaro Consulting Inc. ("Pecaro," "we," "us" or "our"). By creating an account, signing an order, clicking to accept, or accessing or using the Services, the customer and each authorized user agree to these Terms. If you accept for an organization, you represent that you have authority to bind that organization. If you do not agree, do not use the Services.

1. Definitions

• "Authorized User" means an individual whom Customer permits to use the Services under its account.
• "Customer" means the person or organization that purchases, receives or uses the Services.
• "Customer Data" means information, content, records, instructions, files, prompts, knowledge sources and personal information submitted to, connected with or processed through the Services by or for Customer.
• "Order" means an ordering document, statement of work, online checkout, subscription selection or other written agreement identifying the Services to be provided.
• "Output" means content or a proposed action generated by an artificial intelligence feature in response to Customer Data or other instructions.
• "Services" means ALTAM™, AVA™, related AI employees, software, workflows, integrations, documentation and support supplied by Pecaro.

2. Contract Structure

These Terms apply with each applicable Order, privacy notice, data processing addendum, acceptable use rules and any service-specific terms expressly incorporated into the Order. If documents conflict, the following order applies unless the Order states otherwise: the data processing addendum for personal-information matters, the Order for commercial and scope matters, service-specific terms, and these Terms. A proposal, marketing page or demonstration does not expand an Order unless expressly incorporated in writing.

3. The Services

ALTAM is an AI workforce and workflow platform designed to help organizations configure AI-enabled functions, connect approved knowledge and systems, apply business rules and human approvals, and monitor defined workflows. Features may include intake, customer communication, lead qualification, scheduling, knowledge assistance, task coordination, reporting and other configured functions. The Services may evolve. Pecaro may add, modify or discontinue features, models, integrations or interfaces. We will provide reasonable notice when a material change is expected to substantially reduce paid functionality during a current subscription term, unless the change is necessary for security, legal compliance, third-party availability or prevention of harm.

3.1 Demo and Trial Instances

Any demo, sandbox, proof-of-concept or trial instance is provided solely for evaluation unless an Order expressly states otherwise. Demo data is sample or non-production data. Pecaro may reset or delete a demo environment or its data at any time. Demo environments are not production-ready, and Pecaro does not guarantee data persistence, backup, availability, security configuration, support or continued access for a demo or trial instance. Customer must not place production, confidential or sensitive personal information in a demo environment unless Pecaro has expressly approved that use in writing.

4. Eligibility, Accounts and Authority

Users must be at least 18 years old and capable of entering a binding agreement. Customer must provide accurate account information, designate authorized administrators, maintain the confidentiality of credentials, use multi-factor authentication when available, and promptly report suspected unauthorized access. Customer is responsible for activity under its account except to the extent caused by Pecaro's breach of these Terms. Customer may use the Services only for its internal business purposes and for the benefit of its own customers, personnel or stakeholders as permitted by an Order. Customer may not resell, sublicense or provide the Services as a service bureau unless an authorized reseller or white-label agreement expressly permits it.

5. Orders, Fees, Taxes and Renewal

Commercial terms, subscription periods, usage limits, implementation scope, payment milestones, taxes, renewal terms and cancellation rights will be stated in the applicable Order. Customer must pay undisputed amounts when due. Fees are non-refundable except as expressly stated in an Order or required by law. Pecaro may suspend affected paid Services after reasonable notice of an overdue undisputed amount. Pecaro may change future pricing or packaging. A price change will not apply retroactively and will take effect for a later purchase or renewal after the notice required by the applicable Order or law.

6. Licence and Restrictions

ALTAM is licensed, not sold. Subject to payment of applicable fees and compliance with the agreement, Pecaro grants Customer a limited, non-exclusive, non-transferable, non-sublicensable and revocable licence during the active subscription or Order term to access and use the Services solely for Customer's internal business operations and only as authorized by the Order. No ownership rights are granted. Customer must not, and must not permit anyone to:

• copy, modify, translate, reverse engineer, decompile or attempt to discover source code or non-public system instructions, except where applicable law expressly permits it;
• copy, replicate, fork, resell, sublicense or commercially exploit ALTAM except under an express written reseller or white-label agreement;
• circumvent access controls, usage limits, safety controls, approval gates, monitoring or technical restrictions;
• probe, scan or test vulnerabilities without Pecaro's prior written authorization;
• introduce malware, harmful code or content intended to disrupt, damage or gain unauthorized access;
• use the Services to develop or benchmark a competing product without prior written consent, except for Customer's internal evaluation;
• remove proprietary notices, misrepresent AI Output as verified human work, or falsely represent that an AI employee is a human;
• misrepresent ALTAM as Customer's proprietary software or remove or conceal attribution required by an Order; or
• use the Services in violation of law, third-party rights, an Order or published acceptable use requirements.

7. Customer Responsibilities

Customer controls the business purpose, knowledge sources, permissions, escalation rules, users, integrations and operational deployment of its configured Services. Customer is responsible for all activity under its account and for:

• ensuring that Customer Data is accurate, lawful and appropriate for the configured purpose;
• obtaining all required notices, consents and permissions from individuals and third parties;
• ensuring that electronic communications comply with applicable anti-spam, telemarketing and consumer-protection requirements;
• testing workflows and Outputs before production use and maintaining qualified human oversight;
• reviewing decisions, exceptions and high-impact actions that require human judgment;
• configuring user access, permissions and connected systems according to least-privilege principles; and
• maintaining backups or source copies of important Customer Data unless an Order expressly assigns that responsibility to Pecaro.

8. Artificial Intelligence and Human Oversight

The Services may use artificial intelligence and third-party model providers. AI systems are probabilistic. Outputs may be inaccurate, incomplete, outdated, biased, offensive or unsuitable for a particular purpose. Similar inputs may produce different Outputs, and Outputs may not be unique. Customer must evaluate Outputs for accuracy, appropriateness and legal compliance before relying on them or allowing them to affect individuals. Customer must maintain meaningful human review for consequential decisions, including decisions involving employment, housing, credit, insurance, health, legal rights, safety, eligibility, essential services or other material interests. The Services are not a substitute for legal, medical, accounting, investment or other regulated professional advice. Pecaro does not guarantee that the Services will generate revenue, reduce costs, produce leads, book appointments, achieve a particular operational result or be error-free. Unless expressly authorized in an Order and configured with suitable controls, an AI employee must not sign contracts, change prices, issue material refunds, transfer funds, make regulated decisions, or take other high-impact or irreversible actions.

9. Customer Data and Instructions

As between the parties, Customer retains its rights in Customer Data. Customer grants Pecaro and its subprocessors a limited right to host, copy, transmit, retrieve, transform and otherwise process Customer Data only as reasonably necessary to provide, secure, support and improve the Services, comply with Customer's documented instructions, enforce the agreement, or comply with law. Customer represents that it has all rights and authority required to provide Customer Data and instruct its processing. Pecaro does not acquire ownership of Customer Data. Additional terms for personal information may be set out in a data processing addendum. If Customer requests deletion or export, availability, timing and format may depend on the applicable Order, legal obligations, backup cycles and technical limitations.

10. Privacy, Security and Confidential Information

Pecaro will process personal information in accordance with its Privacy Policy and applicable law. Each party will protect the other party's non-public business, technical and financial information using reasonable care and will use it only to perform or exercise rights under the agreement. Confidentiality obligations do not apply to information that is public without breach, already lawfully known, independently developed, or lawfully received without restriction. Pecaro will maintain administrative, technical and physical safeguards appropriate to the nature of the Services and information. No internet-based system is completely secure. While Pecaro uses reasonable safeguards, it does not guarantee uninterrupted availability, data accuracy, backup retention or recovery unless an Order expressly provides otherwise. Customer must promptly notify Pecaro of suspected compromise and cooperate in reasonable containment and investigation. Security commitments beyond this paragraph must be stated in an Order or security addendum.

11. Third Party Services, Models and Integrations

The Services may connect with third-party models, communications providers, cloud infrastructure, calendars, customer relationship systems, payment processors and other services. Third-party services are governed by their own terms and privacy practices. Customer authorizes Pecaro to exchange the information reasonably required to operate integrations selected or approved by Customer. Pecaro is not responsible for third-party services outside its reasonable control, including changes, outages, data practices or discontinued APIs. Pecaro may replace a provider or model when reasonably necessary for performance, availability, cost, security or compliance, subject to any provider restrictions agreed in an Order or data processing addendum.

12. Intellectual Property

Pecaro and its licensors own the Services, platform, software, designs, documentation, workflows, automations, configurations, templates, system instructions, methods, enhancements, improvements and all related intellectual-property rights. No rights are granted except those expressly stated. To the extent permitted by applicable law and third-party model terms, Customer may use Output generated specifically for Customer. Pecaro does not warrant that Output is protectable, unique or free from third-party claims. Customer is responsible for reviewing Output before publication or commercial use. If Customer provides feedback, Pecaro may use it without restriction or payment, provided Pecaro does not publicly identify Customer as the source without permission. Pecaro may create and use aggregated or de-identified service data that does not reasonably identify Customer or an individual to operate, secure, analyze and improve the Services.

13. Support, Availability and Beta Features

Support channels, hours, response targets and service levels, if any, are stated in the applicable Order. Planned maintenance, emergency maintenance, internet failures, third-party services and events beyond reasonable control may affect availability. Beta, preview, pilot or evaluation features are provided for testing, may change or be withdrawn, and may not be suitable for production unless Pecaro confirms otherwise in writing.

14. Suspension and Termination

Pecaro may suspend access when reasonably necessary to address a security threat, unlawful use, material breach, risk to another customer or the Services, third-party provider restriction, or overdue undisputed fees. Where practicable, Pecaro will give notice and an opportunity to cure. Either party may terminate as provided in an Order or for an uncured material breach after reasonable written notice. Pecaro may terminate immediately where continued service would be unlawful or create a material security or safety risk. On termination, Customer must stop using the Services and pay accrued amounts. Provisions that by their nature should survive—including ownership, confidentiality, disclaimers, liability, indemnity, payment and dispute terms—will survive. Data return and deletion will follow the applicable Order, data processing addendum, Privacy Policy and legal requirements.

15. Warranties and Disclaimers

Each party represents that it has authority to enter the agreement. Pecaro warrants that it will provide paid professional services with reasonable care and skill. Customer's exclusive remedy for breach of that warranty is re-performance of the affected professional service, or if re-performance is not commercially reasonable, a refund of the fees paid for that affected service. Except for express warranties in the agreement and to the maximum extent permitted by law, the Services, Outputs, beta features and third-party services are provided "as is" and "as available." Pecaro disclaims implied warranties and conditions, including merchantability, fitness for a particular purpose, non-infringement, uninterrupted availability and accuracy. Some jurisdictions do not allow certain exclusions, so an exclusion applies only to the extent lawful.

16. Indemnification

Customer will defend, indemnify and hold harmless Pecaro and its personnel from third-party claims, damages, penalties and reasonable costs arising from Customer Data, Customer's unlawful or unauthorized use, Customer's instructions, failure to obtain required consent, or a material breach of Sections 6 through 9. Pecaro will provide prompt notice and reasonable cooperation, and Customer may control the defence and settlement provided no settlement admits Pecaro's fault or imposes non-monetary obligations on Pecaro without consent. Any Pecaro intellectual-property indemnity, if offered, must be stated in the applicable Order or enterprise agreement.

17. Limitation of Liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, exemplary, punitive or consequential damages, or for lost profits, revenue, goodwill, anticipated savings or data, arising from the agreement, even if advised of the possibility. To the maximum extent permitted by law, Pecaro's total aggregate liability arising from the Services or agreement will not exceed the fees paid or payable by Customer to Pecaro under the applicable Order during the 12 months immediately before the event giving rise to the claim. This section does not limit liability that cannot lawfully be limited. The allocation of risk in this section is an essential basis of the agreement.

18. Compliance with Laws

Each party will comply with laws applicable to its own performance. Customer is responsible for determining whether the Services are suitable for its industry and intended use, including regulatory, recordkeeping, accessibility, employment, consumer, privacy and professional obligations. Customer must not export or use the Services contrary to applicable sanctions or trade controls.

19. Changes to these Terms

Pecaro may update these Terms to reflect changes in the Services, law, security or business practices. The updated version will state its effective date. Material changes will apply prospectively, and Pecaro will provide reasonable notice through the Services, by email or on the website. If Customer does not accept a material change, Customer may stop using the Services and exercise any termination right available under its Order before the change takes effect.

20. Governing Law and Disputes

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable there, without regard to conflict-of-law rules. The parties will first attempt in good faith to resolve a dispute through business discussions. Unless an Order provides another process, the courts of Ontario will have exclusive jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

21. General Terms

Neither party may assign the agreement without the other's consent, except to an affiliate or in connection with a merger, reorganization, sale of substantially all relevant assets or change of control, provided the assignee assumes the obligations. Pecaro may use subcontractors and remains responsible for its obligations under the agreement. Neither party is liable for delay caused by events beyond reasonable control, excluding payment obligations. Notices may be sent electronically. If a provision is unenforceable, it will be modified to the minimum extent necessary and the remainder will continue. A waiver must be explicit. The agreement is the entire agreement regarding its subject matter and may be executed electronically.

22. Contact

Questions about these Terms, sales or support may be directed to: