Operandio AI Terms of Use

(v1, updated March 2026 2020)

These AI Terms of Use form part of the Operandio contract suite and must be accepted by the Subscriber before AI Features are activated on the Platform. These Terms should be read together with the General Terms and Conditions of Use, the Software Supply Agreement and the Privacy Policy.

1. 1. Definitions and interpretation
      1. Term – Definition
      2. AI Features – Optional features of the Platform that use artificial intelligence, machine learning or large language models to generate content, recommendations, summaries or automated actions.
      3. AI Output – Any content, recommendation, summary, analysis or action generated by AI Features in response to a User Prompt.
      4. AI Provider – A third-party provider of AI or machine learning services engaged by Operandio as a sub-processor to deliver AI Features.
      5. User Prompt – Any input, instruction, query or data submitted to AI Features by an Authorised User.
      6. Mutation – An AI-initiated modification, update or action applied to Platform data, workflows or configurations based on an AI Output.

• 2. Activation and scope

  2.1  AI Features are not included in the standard Subscription Plan and are not activated by default. To enable AI Features, the Subscriber must enable third-party AI providers as a sub-processor within the Subscriber’s Operandio account settings and accept these AI Terms of Use. By enabling AI providers as a sub-processor, the Subscriber authorises Operandio to provide those providers with access to the Subscriber’s data for the purpose of fulfilling Authorised User instructions and requests through the Platform.

  2.2  Enabling AI providers as a sub-processor and accepting these Terms constitutes acceptance on behalf of the Subscriber and its Authorised Users. The Subscriber is responsible for ensuring its Authorised Users are aware of and comply with these Terms.

  2.3  Operandio may add, modify or discontinue specific AI Features at any time. Where a change materially reduces the functionality of an AI Feature in active use, Operandio will provide at least 30 days’ written notice.

  2.4  The Subscriber may deactivate AI Features at any time by contacting Operandio. Deactivation does not affect charges already incurred.

  3. Data processing

  How AI Features access data

  3.1  When an Authorised User interacts with AI Features, the Platform provides the AI Provider’s model with curated access to the Subscriber’s organisation data for the purpose of fulfilling the user’s instructions and requests. Data accessed may include operational records, audit results, compliance data, training content and personal information where relevant to the request.

  1. The requesting user’s role-based access controls and permissions are maintained and respected. AI Features can only access data that the Authorised User could access through any other method on the Platform.
  2. Data is accessed and processed within an isolated session on the AI Provider’s infrastructure. Sessions are not persistent – data is not retained by the AI Provider beyond the processing session unless required for safety monitoring or legal compliance.
  3. Operandio does not use Subscriber data to train, fine-tune or improve AI models, unless the Subscriber provides separate written consent.

  Sub-processor obligations

  3.2  Operandio provides AI Providers with access to Subscriber data solely for the purpose of generating the requested AI Output and operating the Platform in accordance with the Authorised User’s instructions.

  3.3  AI Providers process data as sub-processors under Operandio’s instructions. Operandio maintains data processing agreements with each AI Provider that require the provider to: process data only within isolated sessions for the purpose of generating the AI Output; not retain Subscriber data beyond the processing session unless required for safety or legal compliance; not use Subscriber data for model training or improvement; and implement appropriate technical and organisational security measures.

  Cross-border data transfers

  3.4  Data accessed by AI Features may be processed by AI Providers located outside the Subscriber’s home jurisdiction, including in the United States. By enabling AI providers as a sub-processor within the Subscriber’s Operandio account, the Subscriber authorises this cross-border processing. Operandio will ensure that appropriate safeguards are in place for cross-border transfers, including contractual protections, standard contractual clauses or equivalent mechanisms as required by applicable data protection laws.

  3.5  The Subscriber is responsible for ensuring that its use of AI Features complies with any data localisation or cross-border transfer requirements applicable to its organisation.

  4. AI Providers and sub-processors

  4.1  AI Providers are engaged as sub-processors in accordance with the General Terms. A current list of AI Providers, including their processing locations, is available on request by contacting corporate@operandio.com.

  4.2  Operandio will notify the Subscriber by email at least 14 days before engaging a new AI Provider. If the Subscriber objects to a new AI Provider on reasonable data protection grounds, the Subscriber may raise the objection in writing within the 14-day notice period. Operandio will use reasonable endeavours to address the objection, which may include offering an alternative configuration that does not use the objected-to provider.

  4.3  Operandio remains responsible for the acts and omissions of its AI Providers to the extent required under the General Terms.

  5. AI Output – limitations and disclaimers

  5.1  AI Features produce probabilistic outputs generated by machine learning models. AI Outputs may be inaccurate, incomplete, out of date or unsuitable for a particular purpose. Operandio does not warrant the accuracy, reliability, completeness or fitness for purpose of any AI Output.

  5.2  AI Outputs are provided as decision-support tools and are not a substitute for professional judgement. The Subscriber and its Authorised Users must independently review and verify all AI Outputs before relying on or acting on them.

  5.3  The service level commitments in clause 3, the platform warranties in clause 11 and the Operandio indemnity in clause 12 of the General Terms do not extend to AI Features or AI Outputs unless expressly stated in these AI Terms.

  5.4  Operandio does not claim ownership of AI Outputs. The Subscriber may use AI Outputs in connection with its business operations, subject to these Terms and any applicable third-party intellectual property rights.

  6. Mutations and automated actions

  6.1  Certain AI Features may initiate Mutations – automated modifications to Platform data, workflows or configurations. Mutations are only initiated in response to User Prompts from Authorised Users and are not performed autonomously.

  6.2  The Subscriber acknowledges that:

  1. Mutations are initiated by Authorised Users and the Subscriber is responsible for the actions of its Authorised Users;
  2. the Subscriber is responsible for reviewing all Mutations before they take operational effect, where the Platform provides a review step;
  3. Operandio is not liable for any loss arising from a Mutation that was initiated by an Authorised User, unless the Mutation resulted from a defect in the Platform caused by Operandio’s negligence; and
  4. the Subscriber retains full responsibility for any operational, regulatory or compliance consequences arising from Mutations.

  6.3  Where technically feasible, Operandio will provide an audit log of Mutations initiated through AI Features, including the Authorised User who initiated the action and a timestamp.

  7. Regulatory compliance

  7.1  The Subscriber retains full responsibility for ensuring that its use of AI Features complies with all applicable laws, regulations, industry codes and internal policies, including food safety regulations, workplace health and safety requirements, privacy and data protection laws and any sector-specific obligations.

  7.2  AI Outputs do not constitute legal, regulatory or professional advice. Where the Subscriber operates in a regulated industry, the Subscriber must ensure that AI Outputs are reviewed by appropriately qualified personnel before being relied upon for compliance purposes.

  7.3  Operandio will cooperate with the Subscriber in responding to regulatory enquiries related to the use of AI Features, including providing reasonable information about AI Providers, data processing arrangements and the operation of AI Features.

  8. Liability

  8.1  The limitation of liability in clause 13 of the General Terms applies to these AI Terms, subject to the following additional provisions.

  8.2  Operandio is not liable for any loss, damage or claim arising from:

  1. inaccuracies, errors or omissions in AI Outputs, unless caused by Operandio’s negligence;
  2. the Subscriber’s or an Authorised User’s reliance on an AI Output without independent verification;
  3. a Mutation initiated by an Authorised User;
  4. the Subscriber’s failure to comply with applicable laws or regulations in connection with its use of AI Features; or
  5. any interruption, degradation or unavailability of AI Features caused by an AI Provider.

  8.3  Operandio remains liable for loss caused by its negligence in the selection, instruction or oversight of AI Providers, subject to the liability cap in clause 13 of the General Terms.

  9. Pricing

  9.1  AI Features are not included in the Subscription Amount and are priced separately. AI Feature pricing is specified in a separate AI pricing schedule provided to the Subscriber at or before activation.

  9.2  AI Feature charges may be based on usage (per query, per action or per volume), a fixed monthly fee or a combination, as specified in the AI pricing schedule.

  9.3  AI Feature charges are subject to the same payment terms, late payment provisions and annual CPI adjustment provisions as the Subscription Amount under clause 6 of the General Terms.

  9.4  Operandio may vary AI Feature pricing on 30 days’ written notice. Pricing changes take effect at the start of the next billing cycle following the notice period.

  10. Acceptable use

  The Subscriber and its Authorised Users must not use AI Features to:

  1. submit prompts that are unlawful, harmful, threatening, abusive or that violate the rights of any third party;
  2. attempt to extract, reverse-engineer or probe the underlying AI models or training data;
  3. submit prompts designed to circumvent safety filters, content policies or usage restrictions;
  4. use AI Outputs to generate misleading, deceptive or fraudulent content; or
  5. submit sensitive personal information (including health records, government identifiers or financial account numbers) unless the AI Feature is expressly designed for that purpose.
  11. Suspension and termination of AI Features

  11.1  Operandio may suspend or restrict access to AI Features immediately if the Subscriber breaches these Terms, if required by an AI Provider’s usage policies or if continued use poses a risk to the security or integrity of the Platform.

  11.2  Suspension of AI Features does not affect the Subscriber’s access to the core Platform or the Subscriber’s obligations under the General Terms and Software Supply Agreement.

  11.3  These AI Terms terminate automatically on termination or expiry of the Subscriber’s Software Supply Agreement. Clauses 3 (data processing), 5 (output disclaimers), 6 (mutations), 7 (regulatory compliance) and 8 (liability) survive termination.

  12. General

  12.1  These AI Terms of Use are governed by the same law and jurisdiction as the General Terms.

  12.2  In the event of any conflict between these AI Terms and the General Terms, these AI Terms prevail to the extent of the inconsistency in relation to AI Features only.

  12.3  Operandio may update these AI Terms from time to time. Where a change is material, Operandio will provide at least 30 days’ written notice. Continued use of AI Features after the effective date of updated Terms constitutes acceptance.

  Acceptance By activating AI Features on the Platform, the Subscriber confirms that it has read, understood and accepts these AI Terms of Use on behalf of itself and its Authorised Users. Acceptance is recorded electronically at the point of activation and constitutes a binding agreement.