Terms of Service – Ethermind Copilot

Ethermind Copilot is a service that helps training companies scale their most valuable asset – their trainers’ time. By instantly answering customer queries, Ethermind can save trainers and customers up to 50% of their time, allowing them to focus on more strategic priorities. The Ethermind Copilot service is provided by Ethermind Ltd, a company registered in England and Wales under company number 14880452, whose registered office is at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom (“Ethermind,” “we,” “us,” or “our”).

These terms of service (this “Agreement”) constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”, “Customer”), and Ethermind. The Agreement applies to the use of and subscription to the Ethermind Copilot service, including applications, websites and relating Software (the “Services”).

By using our Services, you confirm that you accept these Terms of Service and that you agree to comply with them. If you do not agree to these Terms, you must not use our Services. To contact us, please email info@ethermind.ai. If you register for a free trial, your use of our Services will also be governed by these Terms of Service.

1. Scope of Subscription and Restrictions on Use

• The Customer and/or its Authorised Users must be of legal working age, in the jurisdiction where the Customer accesses Ethermind’s Services, to consent to these Terms and to use the Services.
• During the licence term Ethermind shall provide the Services to the Customer for the Permitted Purpose on and subject to the terms of this Agreement in accordance with the Specification as described in Schedule 1 and the Customer shall be entitled to use the Services on and subject to the terms of this Agreement and subject to the limitations set out in the Acceptable Use Policy available at [hyperlink].‍
• Ethermind shall provide the Services in accordance with the Specification. The Customer accepts that Ethermind has made or makes no other representations or undertakings regarding the operation and adequacy of the Services, including whether the Services meet the Customer’s individual requirements. Any warranties, conditions, or terms as to fitness for purpose or satisfactory quality are excluded.
• In consideration of the Customer agreeing to abide by the terms of this Agreement, Ethermind hereby grants the Customer a worldwide non-exclusive, non-transferable right and licence, without the right to grant sub-licences to use the Services until access is terminated in accordance with this Agreement.
• Subject to the terms and conditions of this Agreement, the Customer may, at any time, purchase additional licenses for Authorised Users within the Customer’s organisation.
• The Customer may:

1. Order a subscription which allows Customer and its Authorised Users to access the Services and to use, create, edit and generate‍ training content, avatars, digital personas and other digital content.
2. At any time, purchase additional licenses for Authorised Users within the Customer’s organisation, subject to the terms and conditions of this Agreement.
   • If the Customer purchases a subscription, either on behalf of the Customer or an Authorised User, the Customer will be granted access to the Services on the basis of a one month rolling contract , which will automatically renew, but may be terminated at any time, in accordance with the terms and conditions of this Agreement.
   • Ethermind will use commercially reasonable endeavours to make the services available 24 hours a day, seven days a week. Ethermind has no obligation to provide updates or upgrades of the Services to the Customer but where so provided it may do so without notice or prior permission. Any such upgrades or updates so provided will become subject to the terms and conditions of this Agreement.

‍Free Trial

• If the Customer uses the Services as part of a free trial, Ethermind will make the Services available, free of charge, for the limited period stated when the Customer signs up to access the Services on a “trial basis”.If the Customer elects to upgrade the Subscription to a “paid for subscription, either for the Customer or for other Authorised Users, then the payment terms set out in this Agreement shall apply.
• During the free trial, the Customer acknowledges that any documentation or data that the Customer uploads or otherwise provides to the Services, may be irretrievable, unless the Customer upgrades to a paid subscription service before the end of the then current term.If the Customer does not wish to upgrade to a paid Subscription, at the end of the trial period, Ethermind recommends that the Customer exports any documentation or data the Customer has uploaded.

Authorised Users

• In relation to the Authorised Users, the Customer undertakes that:

1. the maximum number of Authorised Users that the Customer has authorised to access and use the Services shall not exceed the number of licences that the Customer has purchased from time to time;
2. the Customer shall not allow any licence to be used by more than one individual Authorised User unless it has been reassigned in its entirety to another individual Authorised User, in which case the prior Authorised User shall no longer have any right to access or use the Services; and
3. the Customer shall be responsible for all acts and omissions of each Authorised User and any and all use of the Services using each Authorised User’s access credentials.

Customer Obligations and Restrictions on Use

• The Customer shall comply with all the Customer obligations under this Agreement, the User Manual and with all reasonable instructions of Ethermind relating to the use of the Services, and with all applicable laws relating to its use of the Services, and shall not use the Services for any unlawful purposes.
• The Customer shall not, and shall procure that each Authorised User does not:

1. except to the extent expressly permitted by these terms or lawfully permitted pursuant to applicable law, attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Services in any form or media or by any means;
2. except to the extent expressly permitted by these terms or lawfully permitted pursuant to applicable law, attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Services;
3. ‍store, access, publish, disseminate, distribute or transmit via the Services any material which:

• is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
• facilitates illegal activity;
• depicts sexually explicit images;
• promotes unlawful violence;
• is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or
• is otherwise illegal or causes damage or injury to any person or property.

1. access all or any part of the Services in order to build a product or service which competes with the Services or develop machine learning models, prompts or related technology;
2. sub-license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise deal in, encumber or make the Services or any part thereof available to any third party except the Authorised Users; or
3. attempt to obtain, or assist third parties in obtaining, access to the Services other than for the Permitted Purpose; or
4. attempt to circumvent or interfere with any security features of the Services.
   • Whenever the Customer makes use of a feature that allows the Customer to upload content to the Services, the Customer must comply with the content standards set out in the current version of Ethermind’s Acceptable Use Policy available at [hyperlink] which is incorporated by reference into these Terms of Service.
   • The Customer shall procure, at the Customer’s own cost, install and maintain all required enabling software and third-party software required to access and use the Services. The Customer acknowledges that a failure to do so may impact the use of the Services.
   • Unless otherwise stated, the Services may be provided from any jurisdiction and from more than one jurisdiction at any one time.
   • Unless otherwise expressly set out in this Agreement, Ethermind does not warrant that any cloud services the Customer uses during the course of using the Services are fit for the Customer’s purposes, are error free or uninterrupted, or are compatible with any hardware or software. Ethermind shall not be liable for the transfer of data over communications facilities, including the internet, and any limitations, delays, and other problems inherent in the use of such communications facilities.
   • The Customer shall notify Ethermind without delay of any problems and/or unexpected outcomes arising out of its use of the Services.

Co-operation

• The Customer shall actively cooperate with Ethermind to resolve any problems that occur in relation to its access to or use of the Services including, without limitation, providing any information and assistance which Ethermind may reasonably require.

Circuit breaker and roll-back

• Ethermind reserves the right to deploy a circuit-breaker capable of temporarily interrupting and stopping the Services. Ethermind shall be entitled to deploy the circuit-breaker in any circumstances where Ethermind, acting reasonably, considers it is necessary to do so or to comply with applicable law. The Customer shall not be entitled to any compensation or refunds in any circumstances where Ethermind deploys the circuit-breaker in accordance with this clause.

User manual

• The Customer shall use the Services in accordance with the User Manual.
• Ethermind will take reasonable steps to ensure that the User Manual is updated to reflect any changes in the Services, and will provide such updated User Manual to the Customer, as soon as reasonably possible after the update.

Logging by design

• Ethermind shall at its sole discretion be entitled to equip the Services with a means of recording information about the Services operation.

Third party software

• Third Party Software supplied as part of, or in addition to, the Services shall be subject to any additional terms and conditions set out by the respective third party and notified to the Customer. The Customer agrees to comply with any terms and conditions relating to such Third Party Software.

2. Uploading content to Ethermind’s Services and use of Customer Data and Customer Materials

• By using the Services the Customer may be required to upload content, including without limitation Customer Data and Customer Materials, to Ehtermind’s platform used to provide the Services. The Customer shall ensure that the Customer has the necessary rights to do so and that the content is lawful and in compliance with this Agreement.
• Ethermind uses artificial intelligence and machine learning technologies in developing and improving the Customer’s experience and for the performance of the Services.As part of providing the Services, Ethermind will process and store the Customer’s inputs as well as outputs, for the purposes of providing the Services. Ethermind will not use or process Customer Data or Customer Materials for any other purpose without Customer’s prior written instructions; provided, however, that “prior written instructions” will be deemed to include use of the Services by and on behalf of Authorised Users in connection with the Services and any processing related to such use or otherwise necessary for the performance of the Agreement.
• The Services are designed to be flexibly configured based on the needs and objectives of each Customer. The Services may enable Customer to access integrations with Customer’s own, or a third party’s, content, databases, resources, applications, artificial intelligence bots or engines and other software components that complement or interoperate with Customer’s use of the Services. These are not Ethermind’s products or services and Ethermind shall not warrant or support them.
• Ethermind encourages the Customer to redact any personal data in the content uploaded by the Customer. Ethermind acknowledges that Ethermind will not use artificial intelligence for automated decision making in relation to personal data and Ethermind will not disclose it to any unauthorised third parties in an unredacted or de-aggregated form.
• Ethermind takes its obligations in relation to the Customer’s confidential information very seriously and undertakes that Ethermind shall not, at any time, disclose to any person any confidential information concerning the Customer’s business, affairs, customers, clients or suppliers except as permitted by this clause. Ethermind may disclose the Customer’s confidential information:

1. To Ethermind’s employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out Ethermind’s obligations under this agreement. Ethermind shall ensure that Ethermind’s employees, officers, representatives, subcontractors or advisers to whom Ethermind discloses the Customer’s confidential information comply with this clause; and
2. As may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
   • The Customer acknowledges that Ethermind does not maintain dedicated back up or disaster recovery facilities and the Customer should ensure that it at all time maintains backups of all Customer Data.
   • The Customer shall notify Ethermind in writing as soon as it becomes aware of any actual or suspected unauthorised use of the Services, including any use in excess of the Licence Restrictions.

3. Retention, assignment and licence of Intellectual Property Rights

Intellectual Property Rights in Ethermind’s Works provided as part of the Services

• Except as expressly agreed in this Agreement, no Ethermind Intellectual Property Rights are transferred or licensed under this Agreement.
• The parties acknowledge and agree that all rights title and interest in and to any Intellectual Property Rights arising:

1. as a result of implementation or integration of the Services in the customer environment; or
2. in any Adapted Software or Service shall belong to and remain vested in (or automatically upon creation, vest in) Ethermind.
   • Subject to the terms of this Agreement and payment of the licence fee, Ethermind hereby grants to the Customer a worldwide non-exclusive, non-transferable, non-sub-licensable licence to access and use the Services for the Permitted Purpose for the Licence Term.
   • The parties hereby agree that, to the extent necessary and possible, all present and future Intellectual Property Rights in Ethermind’s Works provided as part of the Services (other than any Customer Materials provided by the Customer) are hereby assigned to Ethermind, absolutely with full title guarantee and free of any encumbrances or moral rights.
   • Subject to the terms of this Agreement and payment of the licence fee, Ethermind hereby grants to the Customer a worldwide non-exclusive, non-transferable, non sub-licensable licence to use Ethermind’s Works provided as part of the Services for the Permitted Purpose for the licence term.
   • The Customer, and on behalf of the Customer’s Authorised Users, acknowledges that all Intellectual Property Rights in Ethermind’s Works provided as part of the Services, belong to Ethermind and/or our third party suppliers, that rights in Ethermind’s Works provided as part of the Services are licensed (not sold) to the Customer, and that the Customer has no Intellectual Property Rights in, or to, Ethermind’s Works provided as part of the Services other than the right to use the Services in accordance with the terms and conditions of this Agreement.

Intellectual Property Rights in and licensing of the Customer Materials

• The parties hereby agree that in relation to Customer Materials any and all Intellectual Property Rights arising in relation to the Customer Materials are retained by the Customer.
• The Customer hereby grants a royalty-free, worldwide, sub-licensable, non-exclusive licence for Ethermind (and each of its direct and indirect sub-contractors) to use, copy and otherwise utilise the Customer Materials as required to develop or provide the Services, for further developing and improving its algorithms and models and to exercise or perform Ethermind’s rights, remedies and obligations under the Agreement.
• Where the Customer Materials are or have become part of the Services the Customer hereby grants to Ethermind a perpetual, irrevocable, royalty-free, worldwide, sub-licensable, non-exclusive license to use, copy and otherwise utilise the Customer Materials as necessary to commercialise, sell and support the Services with Ethermind’s other existing and future customers, to the extent that they are incorporated in the Services and provided that they are anonymised, non identifiable, and reduced to mathematical constructs.
• The Customer hereby waives (and shall ensure that all relevant third parties have waived) all rights to be identified as the author of any work, to object to derogatory treatment of that work and all other moral rights in the Intellectual Property Rights assigned to Ethermind under this Agreement.
• The Customer acknowledges that none of the terms of this Agreement shall be treated as an express reservation of rights for the purposes of Article 4(3) of Digital Copyright Directive ((EU) 2019/790 or any such similar express reservation of rights for the purposes of text and data mining as may be available from time to time under the applicable laws relating to its use of the Services.
• Ethermind may conduct, facilitate and enable any text or data mining in relation to Customer Materials for any purpose, including the development, training, fine-tuning or validation of artificial intelligence systems or models. This includes but is not limited to using or attempting to use:

1. any “robot”, “bot”, “spider”, “scraper” or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of the Content;
2. any automated analytical technique aimed at analysing text and data in digital form to generate information or develop, train, fine-tune or validate artificial intelligence systems or models which includes but is not limited to patterns, trends and correlations.
   • Ethermind may use any Feedback for improvement relating to the Services provided by Ethermind without charge or limitation. The Customer acknowledges and agrees that any Intellectual Property Rights arising in the Feedback or the related improvements will be owned exclusively by Ethermind, and the Customer hereby assigns absolutely and with full title guarantee (including by way of present assignment of future Intellectual Property Rights) to Ethermind any such Intellectual Property Rights that may vest in the Customer.

4. How we may use your personal information

• Under data protection legislation, Ethermind is required to provide the Customer with certain information about who we are, how we process the Customer’s personal data and for what purposes. The Ethermind’s Privacy Policy sets out the Customer’s rights in relation to personal data and how to exercise them.

5. Warranties and limitation of liability

Warranties

• Ethermind warrants that the Services shall operate materially in accordance with the Specification, provided that it is used by the Customer pursuant to this Agreement. Otherwise, the Customer disclaims (and acknowledges to be excluded) any express or implied rights or obligations in respect of the performance of the Services, including any terms, warranties or conditions as to the satisfactory quality or fitness for purpose of the Services.
• Ethermind warrants that it has used all reasonable endeavours to train and test the Services. The Customer acknowledges that the Services have not been trained or tested for any specific use by the Customer and no further warranties or undertakings are provided as to the training and testing of the Services for the Customers’ Permitted Purpose.
• The User Manual will be supplied ‘as is’. No warranties or undertakings are provided as to the content or quality of the Documentation and Ethermind has no obligation to update the Documentation or provide further Documentation, including to adapt it to the Customer’s use.
• Ethermind warrants that it has taken reasonable steps to mitigate the risk of Services causing material discrimination against a class of individuals on the basis of one or more of the protected characteristics set out in the Equality Act 2010.
• Ethermind warrants that it has taken reasonable steps to ensure that the development of the Services does not infringe the Intellectual Property Rights of any third party.
• Ethermind warrants that, during the development of the Services, it took reasonable steps to ensure that no malware capable of preventing the Services from functioning in their entirety for a sustained period of time was introduced in any network, computer or communications system, software application, or network or computing device.
• Ethermind does not warrant that the use of the Services will be uninterrupted or error-free or that it will meet any specific cybersecurity requirements.
• Except as warranted in these terms, Ethermind hereby disclaim all warranties and conditions with regard to the Services, including all warranties and conditions of merchantability, whether express, implied or statutory, fitness for a particular purpose, title and non-infringement.
• The Customer warrants that it shall use the Services at all times in accordance with the User Manual and/or the Ethermind’s reasonable written instructions.
• The Customer shall use the Services in accordance with all applicable laws in force from time to time. Without limitation, the Customer represents and warrants to Ethermind that:
  1. It has and will continue to comply with all applicable data protection legislation in respect of its use of the Services and any personal data that is processed; and
  2. It has obtained and will continue to obtain and maintain all consents or other lawful bases, licences and permissions in relation to any personal data it provides or otherwise makes available to and through the Services.
• The Customer shall use the Services responsibly and ethically at all times.
• The Customer shall not use the Services in any way which may damage the reputation of Ethermind.
• The Customer warrants that there will be human oversight of the use of the Services at all times in which it is in use.
• For the avoidance of doubt, any outputs generated by the Services do not constitute legal advice services, or any other type of legal services that may require authorisation or regulation.

Limitation of liability

• Except as expressly and specifically provided in this Agreement:

1. The Customer assumes sole responsibility for results obtained from the use of the Services, and for conclusions, insights, patterns or suggestions drawn from such use. Ethermind shall have no liability for any damage caused by errors or omissions in any outputs or information provided to Ethermind by the Customer or any actions taken by Ethermind at the Customer’s direction;
2. All warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this Agreement; and
3. The Services and any associated platform for delivery of the Services are provided to the Customer, and any Authorised Users, on an “as is” basis.
   • Ethermind shall not be liable for business losses. Ethermind only supplies the Services for internal use by the Customer’s business, and the Customer agrees not to use the Services for any resale purposes. If the Customer uses the Services for any commercial, business or resale purpose, Ethermind shall have no liability to the Customer for any loss of profit, loss of business, business interruption, or loss of business opportunity, goodwill or reputation and Ethermind shall not liable for any indirect or consequential loss.
   • Ethermind does not exclude or limit in any way Ethermind’s liability to the Customer where it would be unlawful to do so. This includes liability for death or personal injury caused by Ethermind’s negligence or the negligence of Ethermind’s employees, agents or subcontractors or for fraud or fraudulent misrepresentation.
   • The Customer is responsible for configuring the Customer’s information technology, computer programmes and platform to access the Services.
   • The Customer acknowledges that the Services have not been developed to meet the Customer’s individual requirements, and that it is therefore the Customer’s responsibility to ensure that the facilities and functions of the Services meet the Customer’s requirements.

Indemnification

• The Customer shall indemnify and hold Ethermind harmless against any claim brought against Ethermind alleging that the Services or any other products or service provided by Ethermind, or Customer Data or Customer Materials provided by the Customer in accordance with the Specification infringes Intellectual Property Rights or any other similar right of a third party.

6. Application of consumer law

• The Services are intended for use by businesses and not for general consumers. To the maximum extent permitted by law, the Customer hereby acknowledges and agrees that consumer laws do not apply when using the Services.
• If any consumer laws, in the Customer’s jurisdiction, do apply and cannot otherwise be lawfully excluded, nothing in these terms will restrict, exclude or modify any statutory warranties, guarantees, rights or remedies the Customer has, and Ethermind’s liability is limited (at Ethermind’s option) to the replacement, repair or resupply of the Services.

7. Term and termination

• The Services shall, unless otherwise terminated as provided in this Agreement, commence on the date the Customer subscribes to the Services and shall continue on a monthly basis, unless:

1. The Customer ceases using the Services and request that the Customer’s account is deleted by Ethermind; or
2. The provision of Services is otherwise terminated in accordance with the provisions of this Agreement.
   • Ethermind may terminate this Agreement immediately by written notice to the Customer, via email, if the Customer commits a material or persistent breach of this Subscription which the Customer fails to remedy (if remediable) within 5 days of being notified of the breach.
   • Upon termination for any reason:
3. All rights granted to the Customer under this Agreement shall cease;
4. The Customer and any Authorised Users must cease all activities authorised by this Agreement.

8. Payment terms

• If the Customer elects to subscribe to the “paid for” or upgraded Services, the Customer agrees to pay all fees or charges incurred in connection with the Customer’s purchases, any Authorised Users, for a licence to use of the Services in accordance with the published prices, charges, and billing terms in effect at the time the fee or charge becomes payable. For Customers that purchase the Services, the fees are specified at the Services interface “check-out” and if applicable, in the order form(s). Unless expressly stated otherwise, fees must be paid in advance. Payment obligations are non-cancellable and, except as expressly stated in the Agreement, fees paid are non-refundable.
• All payments will be made electronically by credit card, debit card, direct debit, bank transfer, online third-party payment system, or such other online payment provider. All amounts payable by the Customer under this Agreement will be paid to Ethermind without setoff or counterclaim, and without deduction or withholding. All electronic payments are subject to Ethermind’s obtaining preauthorisation from the issuer of the Customer’s payment card.
• Fees are stated exclusive of any taxes, levies, duties, or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). The Customer will be responsible for paying all Taxes associated with its purchases, except for those taxes based on our net income. Should any payment for the Services be subject to withholding tax by any government, the Customer will reimburse Ethermind for such withholding tax.

9. Other important terms

Communication between the parties

• If the Customer wishes to contact Ethermind in writing, or if any condition in this Agreement requires the Customer to give Ethermind notice in writing, the Customer can send this to us by email sales@ethermind.ai.
• If Ethermind has to contact the Customer or give the Customer notice in writing, Ethermind will do so by email.
• Ethermind may transfer Ethermind’s rights and obligations under these terms to another organisation. Ethermind will always inform the Customer in writing if this happens and Ethermind will ensure that the transfer will not affect the Customer’s rights under the terms.
• This Agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these terms.

‍Governing law

• ‍These Terms are governed by English law and the Customer can bring legal proceedings in respect of this Agreement in the English courts.

10. Definitions

The following defined terms are used in this Agreement

• ‘Acceptance’ means deemed acceptance of the Services by the Customer in accordance with the Condition headed ‘Faulty Supplies’. ‘Accept’ and
• ‘Accepted’ in the context of ‘Acceptance’ shall be construed accordingly;
• ‘Adapted Software or Service’ means any modifications or adaptations to the Services, including any System Data;
• “Authorised User” means the number of users authorised within an organisation, to access the Services;
• ‘Services’ means the subscription to and use of the Ethermind Copilot service, including applications, websites and related Ethermind Software, the Third Party Software, the Ethermind Training Data and the Adapted Software.
• ‘System Data’ means any data produced by and resulting from the Customer’s use of the Services or the training of the Services on the Customer Training Data, and which are stored, contained or embedded in the Services or its underlying model(s), including any statistical and aggregated data;
• ‘Ethermind’s Works provided as part of the Services’ means any and all works created, invented or devised by the Services or arising in relation to or as a result of any output of the Services;
• ‘Agreement’ means this contract between Ethermind and the Customer.
• ‘Confidential Information’ means any information that is marked as or is manifestly confidential and is disclosed (whether before or after the date of this Agreement, in writing, verbally or otherwise and whether directly or indirectly) by or on behalf of the Disclosing Party to the Receiving Party in connection with the Services;
• ‘Customer’ means the organisation that the customer represents in agreeing to the Agreement. If the Services are being set up by someone who is not formally affiliated with an organisation, the Customer is the individual setting them up. If the customer signed up for a plan using a corporate email domain, the organisation is Customer, and Customer can modify and re-assign roles for the Services and otherwise exercise its rights under the Agreement;
• ‘Customer Data’ means any data provided or made available by the Customer, or by any third party on behalf of and at the direction of the Customer, to the Services under or in connection with this Agreement, including the Customer’s Confidential Information;
• ‘Customer Materials’ means any Customer Data, and any other materials supplied by the Customer to Ethermind under or in connection with this Agreement;
• ‘Documentation’ means the technical documentation and instructions specified in Schedule 2 to be provided by Ethermind to the Customer to accompany the provision of the Services;
• ‘Effective Date’ means the date on which the agreement is made and entered into;
• ‘Feedback’ means any feedback and suggestions for improvement relating to the Services provided by Ethermind is defined in clause;
• ‘Intellectual Property Rights’ means all patents, topography rights, design rights, trade marks, copyrights, rights in databases and computer data, generic rights and all other intellectual property rights of a similar nature in any part of the world and all applications and rights to apply for the protection of any of the foregoing;
• ‘Open Source Software’ means any computer programs which are licensed under any form of open-source licence meeting the Open Source Initiative’s (opensource.org/docs/osd) open source definition from time to time
• ‘Permitted Purpose’ means use of the Services, including use, processing and generation of any content therewith, that is in compliance with applicable law, this Agreement and the Acceptable Use Policy;
• ‘Specification’ means the specification for the Services agreed between the parties and set out in Schedule 1 or as otherwise agreed between the parties in writing;
• ‘Ethermind’ means a company registered in England and Wales under company number 14880452, whose registered office is at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom;
• ‘Ethermind Software’ means the proprietary software of Ethermind, including any customisation or modification made pursuant to this Agreement, and including any Updates made available by Ethermind under this Agreement as well as all associated specifications, Documentation, Training Instructions and other materials supplied with or for such software code, algorithms, models or applications;
• ‘Ethermind Training Data’ means the data that Ethermind, or its licensors, has used or provided in order to train or develop and provide the Services;
• ‘Training Instructions’ means any and all documentation, methodology, and training materials or instructions developed or used by Ethermind for the purpose of providing the Services;
• ‘Third Party Software’ means the existing software code or applications owned by third parties and supplied as part of, or in addition to, the Services;
• ‘User Manual’ means the user manual provided by Ethermind as updated (in the Ethermind’s sole discretion) from time to time.

Schedule 1 – Service Specification    

Service Description: Ethermind provides a software platform featuring AI personas for upskilling and training purposes. These personas utilise specific knowledge sources to answer user queries. Knowledge sources can be provided by the users, Ethermind, or third parties. Personas can be configured for different use cases based on the knowledge sources they utilise and their parameters.

Key Features:

1. AI Personas:

• Customisable AI personas configured for various use cases.
• Personas utilise designated knowledge sources for providing answers.
• Knowledge sources are configurable and can be updated as needed.

1. Multi-Tenant Architecture:

• Supports multiple tenants, called Organizations, each capable of having multiple personas, knowledge sources, and users.
• Organizations can manage their own personas, knowledge sources, and users.
• User access levels can be managed within each organization.

1. Web Interface for User Interaction:

• Users can interact with AI personas via a web interface at https://ethermind.ai.
• Users must log in to access the services, create chats, and manage their profiles.
• Interaction steps:
  1. Open the web interface and select “Login”.
  2. Register or login by providing required information.
  3. Select “New chat” to start a chat with a persona.
  4. Choose a persona from the accessible list.
  5. Type a question and send it to the persona.
  6. Receive answers that may include text, images, or other media with or without citations of knowledge sources.
  7. Send multiple queries within a chat session.
  8. Access or delete chat history from the chat history panel.
  9. Access profile settings from the main menu.
• Request support via email (support@ethermind.ai).

1. Knowledge Sources and Parameters:

• Knowledge sources can be user-provided, Ethermind-provided, or from third parties.
• Each persona’s behaviour and responses can be tailored based on knowledge sources and configuration parameters.

1. Sharing of Personas and Knowledge Sources:

• By default, personas and knowledge sources are private to the owning organization.

Optional sharing of personas and knowledge sources between organizations based on specific agreements.

Schedule 2 – Service Documentation

User Guide

1. Getting Started:

• Visit https://ethermind.ai and select “Login.”
• Register or log in by providing the necessary details.
• Navigate to the welcome screen and select “New chat” to initiate a new conversation with a persona.

1. Interacting with Personas:

• After starting a new chat, select a persona from the available list.
• Type your question in the chat window and press the send button.
• Receive answers that can include text, images, or other media. Answers may also have citations to the knowledge sources used.
• Continue asking questions within the same chat or start a new chat for different topics.

1. Managing Chats:

• Access previous chats from the chat history panel.
• Delete chats if needed to manage space or privacy.

1. Profile Settings:

• Access profile settings by selecting “Profile” from the main menu.

1. Support:

• For any issues or support requests, email support@ethermind.ai.

Administrator Guide

1. Tenant Management:

• Each organization can create and manage multiple personas.
• Personas are configured using specific knowledge sources and parameters.
• Manage user access levels within the organization to control who can access which personas.

1. Persona Configuration:

• Add or update knowledge sources for each persona.
• Configure persona parameters to tailor responses to specific use cases.
• Share personas and knowledge sources across tenants if permitted by the agreement.