Terms of Service

Last updated: March 20, 2026 | Effective Date: April 1, 2026

1. IMPORTANT TERMS

1.1 Parties and Acceptance

These evaluation terms of service (this "Agreement") are between Engineering AI Corporation and You and govern Your use of the Service. If You are using the Service on behalf of another entity (such as your employer), you must have the authority to accept these Terms on their behalf.

1.2 Incorporated Documents

By using the Service, the parties are agreeing to this Agreement, our Acceptable Use Policy, our Service Terms, our Security Addendum, and our Data Processing Addendum, which are collectively referred to as the "Terms" and which are enforceable like any written contract.

1.3 Updates to Terms

Engineering AI Corporation may update the Terms by posting updated Terms on our website. All changes become effective when posted. Such changes are not retroactive, but Your continued use of the Service after any such changes means you agree to such changes. Notwithstanding the above, in no event may Engineering AI Corporation alter these Terms in a way that meaningfully detracts from its obligations with respect to Confidential Information, Customer Data, or Customer Content as agreed to in these Terms without express written authorization from you.

1.4 AI Output Disclaimer

The Service is an engineering resource, verification, and workflow automation tool. Output generated by the Service is not final engineering sign-off, professional certification, or professional engineering advice under any Professional Engineer (PE), Chartered Engineer (CEng), or equivalent licensing regime in any jurisdiction. Users are solely responsible for independently verifying the accuracy, completeness, and applicability of all Output before relying on it for any engineering, regulatory, or safety-critical purpose. Users remain solely responsible for ensuring that all engineering decisions comply with applicable professional licensing requirements, industry standards, and safety regulations. The Output of the Gottlieb platform is AI-generated, and it may contain errors and misstatements or may be incomplete.

2. DEFINITIONS

The definitions in Section 11 (Defined Terms) apply to these Terms. All terms in quotation marks in the body of this Agreement are also defined terms.

3. USAGE

3.1 License Grant and Credential Security

You may access, and we grant You the non-exclusive right to use, the Service pursuant to the Documentation. Access credentials are specific to the user to whom they are issued and may not be shared, including within the same organization. You will take reasonable steps to prevent unauthorized use of the Service.

3.2 Acceptable Use

Your usage of the Service is governed by these Terms. You will interact with the Service by providing Input to the Service and receiving Output from the Service. You and Your users may only use the Service for Your business purposes.

3.3 Prohibited Activities

You may not (a) use the Service in a way that infringes, misappropriates, or violates any person's rights; (b) access or use the Service from within any Embargoed Countries; (c) attempt to reverse engineer or attempt to discover the source code or engineering of the underlying model and systems of the Service or Engineering AI Corporation's subcontractors; or (d) attempt automated means to scrape content or Output from the Service.

3.4 Feedback

To the extent that You provide us with any Feedback, we may freely use and incorporate any Feedback into our products and services. Engineering AI Corporation may not utilize Feedback in a way that identifies, or could be used to identify, Customer, its users, Customer Data, your Content, or Customer's Confidential Information.

3.5 Third-Party Products

Any third party software, services, or other products You use in connection with the Service (for example, Your internet browser) are subject to their own terms, and we are not responsible for such third party products.

4. CONTENT

4.1 Content Ownership

You may provide Input to the Service and receive Output from the Service. As between the parties, You own your Content.

4.2 Similar Inputs and Outputs

You may provide Input that is similar or identical to a third party's user's Input or may receive Output that is similar or identical to Output provided to other third party users. Queries that are requested by other third party users and responses provided to other third party users are not your Content.

5. CUSTOMER DATA

5.1 Customer Data Definition and License

To utilize certain features, You may be required to upload documents ("Customer Data") into the Service for the purpose of enabling certain features.

5.2 Ownership and License

As between the parties, You retain all right, title and interest (including any and all intellectual property rights) in and to the Customer Data. You grant to Engineering AI Corporation and its Affiliates a non-exclusive, worldwide, royalty-free right to process the Customer Data and Your Input to the extent necessary to provide the Service to You, to prevent or address service or technical problems with the Service, or as may be required by applicable law.

5.3 Your Compliance Obligations

Your use of the Service and all Customer Data will comply with applicable laws, government regulations, and any other legal requirements, including but not limited to, any data localization or data sovereignty laws, regulations, and any other third-party legal requirements applicable to You. You are responsible for the accuracy, content and legality of all Customer Data.

6. FEES AND PAYMENTS

6.1 Free Trial Terms

You are utilizing the Service via an authorized free trial, and You agree that You will do so in accordance with Your instructions from Engineering AI Corporation. If we believe that You are not using the free trial in good faith, we may immediately terminate Your access to the Service. We reserve the right to limit the resources and features available to free trial users.

7. TERM AND TERMINATION

7.1 Agreement Term

These Terms take effect when You first use the Service and remain in effect until terminated. You may terminate these Terms at any time by discontinuing the use of the Service and providing notice to us. We may similarly terminate upon notice at any time.

7.2 Effect of Termination

Upon termination, You will stop using the Service, and You will promptly return, or if instructed by us, destroy any Confidential Information. The sections of these Terms that customarily would survive such an agreement will survive (for example, provisions around confidentiality, obligation to pay unpaid fees, etc.).

7.3 Data Deletion

Within 90 days of termination, Engineering AI Corporation will securely delete any remaining Customer Data or Content unless otherwise instructed by You or where retention is required by applicable law.

8. WARRANTY AND DISCLAIMER

8.1 Your Warranties

You warrant that You have the necessary rights in Your Customer Data and Input to use it with the Service and that Your use of the Service will comply with all applicable laws and regulations.

8.2 Service Provided As-Is

The Service is provided on an as-is and as-available basis. Engineering AI Corporation makes no representations or warranties of any kind, implied or expressed, with respect to the Service including warranties of merchantability, title, non-infringement, or fitness for a particular purpose, which are disclaimed. Engineering AI Corporation does not represent or warrant that the use of the Service will be uninterrupted or error-free.

9. LIMITATIONS OF LIABILITY

9.1 Exclusion of Consequential Damages

In no event will either party be liable to the other party or any third party for any indirect, incidental, special, exemplary, punitive, or consequential damages, including loss of income, data, profits, revenue, or business interruption, or the cost of substitute services or other economic loss, arising out of or in connection with these Terms, whether such liability arises from any claim based on contract, warranty, tort (including negligence), strict liability or otherwise, and whether or not such party has been advised of the possibility of such loss or damage.

9.2 Liability Cap

Other than for claims based on liability which, by law, cannot be limited (for example, tort claims for gross negligence and intentional misconduct), in no event will either party's total liability to the other party or any third party for all claims in the aggregate (for damages or liability of any type) in connection with these Terms exceed $1,000 (the "Liability Cap").

10. GENERAL TERMS

10.1 Assignment

Neither party may assign these Terms without the advance written consent of the other party, except that Engineering AI Corporation may (a) assign these Terms in their entirety to any Affiliate or (b) assign these Terms in connection with a consolidation, merger or sale of all or substantially all of our assets.

10.2 Subcontracting

Engineering AI Corporation may use subcontractors and other third-party providers in connection with the performance of its activities under these Terms as it deems appropriate, provided that it remains responsible for the performance of any such subcontractors or third-party providers.

10.3 Severability and Interpretation

If a court of competent jurisdiction holds any provision of these Terms to be unenforceable or invalid, that provision will be limited to the minimum extent necessary so that these Terms will otherwise remain in effect.

10.4 Open Source Software

We will use commercially reasonable efforts not to use any software in the Service that would cause Your software to become subject to an open source license that would require, as a condition of use, Your software to be disclosed or distributed in source code form or that would give others the right to modify Your software.

10.5 Confidentiality

Each party (as the "Receiving Party") will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care) to: (a) not use any Confidential Information of the other party (the "Disclosing Party") for any purpose outside the scope of these Terms; and (b) except as otherwise authorized by the Disclosing Party in writing, limit access to Confidential Information of the Disclosing Party to those of its and its Affiliates' employees and contractors who need that access for purposes consistent with these Terms and who are bound by confidentiality obligations to the Receiving Party containing protections not materially less protective than this section. If the Receiving Party is required by applicable law or court order to disclose Confidential Information, then the Receiving Party will, to the extent legally permitted, provide the Disclosing Party with advance written notification and cooperate in any effort to obtain confidential treatment of the Confidential Information. The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party, the Disclosing Party will be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law.

10.6 Usage Data

Engineering AI Corporation may collect and use Usage Data to develop, improve, support, and operate the Service. Engineering AI Corporation may not share Usage Data that includes Your Confidential Information with a third party (for example, auditors) except (a) in accordance with Section 10.5 (Confidentiality) of this Agreement, or (b) to the extent the Usage Data is aggregated and anonymized such that You cannot be identified.

10.7 No Training

Engineering AI Corporation will not train any AI models using Your Content or Customer Data. Subprocessors will not train any AI models using Your Content or Customer Data. Subprocessors will not retain or log for human review Your Content or Customer Data.

10.8 Privacy Policy

Your users will be subject to our Privacy Policy at www.gottlieb.ai/legal/privacy to the extent not in conflict with these Terms in using the Service.

10.9 Governing Law

These Terms will be governed by the laws of the State of California and the United States without regard to conflicts of laws provisions thereof, and without regard to the United Nations Convention on the International Sale of Goods.

10.9.1 GDPR Jurisdiction

Nothing in this Section 10.9 limits a Data Subject's right under GDPR Article 79 to bring proceedings before the courts of the EU Member State where the Data Subject has their habitual residence or place of work, or where the alleged infringement occurred.

10.10 Arbitration

Any dispute, claim or controversy arising out of or relating to this Agreement or its breach, including the determination of the scope or applicability of this Agreement to arbitrate, will be determined by arbitration in San Francisco. For matters with a disputed amount in controversy of more than $250,000, the matter will be heard before a panel of three arbitrators subject to JAMS' Comprehensive Arbitration Rules and Procedures, and for other matters before a single arbitrator subject to JAMS' Streamlined Arbitration Rules and Procedures. Judgment on the Award may be entered in any court having jurisdiction. This clause will not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

10.11 Data Processing Addendum

Engineering AI Corporation will at all times abide by these Terms as well as the Data Processing Addendum at www.gottlieb.ai/legal/dpa with respect to the handling and processing of Customer Data and Your Content. To the extent of any conflict between these Terms and the Data Processing Addendum, as to the subject matter covered by the Data Processing Addendum, the Data Processing Addendum controls.

10.12 Notice

All notices must be in writing (in English) and addressed to the parties via email: (i) for Engineering AI Corporation, notice must be sent to legal@gottlieb.ai; and (ii) for You, to the email address associated with Your user account. Notices will be deemed given upon receipt. Either Party may change its email address for notices under these Terms by providing the other Party written notice in accordance with this section.

10.13 No Waiver

No waiver will be implied from conduct or failure to enforce or exercise rights under these Terms, nor will any waiver be effective unless in a writing signed by the waiving party.

10.14 Entire Agreement

These Terms are the complete and exclusive statement of the mutual understanding of the parties in connection with Your use of the Service and supersede and cancel all previous written and oral agreements, understandings, and communications relating to the subject matter in these Terms. Each party represents that, in connection with the Service, it has not relied on any term or representation not contained in these Terms.

10.15 Export Control

The parties agree to comply with all export and import laws and regulations of the United States and other applicable jurisdictions. The Service may not be used in or for the benefit of, exported, or re-exported (a) into any U.S. embargoed countries or that has been designated by the U.S. government as a "terrorist supporting" country (collectively, the "Embargoed Countries") or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals, any other restricted party lists (existing now or in the future) identified by the Office of Foreign Asset Control, or the U.S. Department of Commerce Denied Persons List or Entity List, or any other restricted party lists. You represent and warrant that You are not located in any Embargoed Countries and not on any such restricted party lists.

10.16 Force Majeure

Neither party will be liable to the other for any delay or failure to perform any obligation under these Terms if the delay or failure results from any cause beyond such party's reasonable control that could not have been prevented through the use of commercially reasonable safeguards, including acts of God, labor disputes, or other industrial disturbances, systemic electrical, telecommunications, or other utility failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, public health emergencies (including pandemics and epidemics), acts or orders of government, acts of terrorism, or war.

11. DEFINITIONS

11.1 Acceptable Use Policy

"Acceptable Use Policy" means Engineering AI Corporation's policy governing the use of the Service as located at www.gottlieb.ai/legal/aup.

11.2 Affiliate

"Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity where "control," for the purposes of this definition means direct or indirect ownership or control of more than 50% of the voting interests in the subject entity.

11.3 Agreement

"Agreement" has the meaning set forth on the cover page.

11.4 Basic Service

"Basic Service" is the basic functionality of the Service made available to You under these Terms in which users provide Input and receive Output, and which does not include features such as Data Room/Vault, Customer-trained models, workflows, and certain research modules (such functionality is covered by an addendum or other writing that expressly references such functionality).

11.5 Confidential Information

"Confidential Information" means all information that is identified as confidential at the time of disclosure by the Disclosing Party or reasonably should be known by the Receiving Party to be confidential or proprietary due to the nature of the information disclosed and the circumstances surrounding the disclosure. Content specific to You and Customer Data are Your Confidential Information.

11.6 Content

"Content" means Input and Output collectively.

11.7 Engineering AI Corporation

"Engineering AI Corporation" means Engineering AI Corporation, a corporation incorporated under the laws of the State of Delaware, USA, with its principal office at 131 Continental Dr, Suite 305, Newark, DE 19713, USA, as well as all of its Affiliates.

11.8 Customer Data

"Customer Data" has the meaning set forth in Section 5.1.

11.9 Data Processing Addendum

"Data Processing Addendum" or "DPA" means the Data Processing Addendum governing Engineering AI Corporation's processing of Customer Data as located at www.gottlieb.ai/legal/dpa.

11.10 Disclosing Party

"Disclosing Party" has the meaning set forth in Section 10.5.

11.11 Documentation

"Documentation" means the technical and other documents regarding usage of the Service as may be made available to You. Engineering AI Corporation may update the Documentation from time-to-time.

11.12 Embargoed Countries

"Embargoed Countries" has the meaning set forth in Section 10.15.

11.13 Feedback

"Feedback" means any suggestions, enhancement requests, recommendations, corrections, or other feedback provided to Engineering AI Corporation by You relating to our offerings.

11.14 Input

"Input" means the query provided by a user to the Service.

11.15 Liability Cap

"Liability Cap" has the meaning set forth in Section 9.2.

11.16 Output

"Output" means the output provided by the Service to a user in response to such user's Input.

11.17 Privacy Policy

"Privacy Policy" means Engineering AI Corporation's policy governing the privacy provisions related to the Service as located at www.gottlieb.ai/legal/privacy.

11.18 Receiving Party

"Receiving Party" has the meaning set forth in Section 10.5.

11.19 Security Addendum

"Security Addendum" means Engineering AI Corporation's addendum governing the security provisions located at www.gottlieb.ai/legal/security.

11.20 Service

"Service" means the software-as-a-service offering made available by Engineering AI Corporation at https://us.platform.gottlieb.ai and https://eu.platform.gottlieb.ai.

11.21 Service Terms

"Service Terms" means the additional terms that govern the use of preview features as well as other optional offerings and features of the Service as located at www.gottlieb.ai/legal/serviceterms.

11.22 Subprocessor

"Subprocessor" means any subcontractor or vendor of Engineering AI Corporation that has access to or otherwise processes Customer Data or Your Content. Subprocessor is inclusive of any Subprocessor identified in the Data Processing Addendum.

11.23 Terms

"Terms" has the meaning set forth in Section 1.2.

11.24 Usage Data

"Usage Data" means information reflecting the access, interaction, or use of the Service by or on behalf of Customer including frequency, duration, volume, features, functions, visit, session, click through or click stream data, and statistical or other analysis, information, or data based on, or derivative works of, the forgoing. Other than as strictly required for billing purposes, Usage Data does not include Your Content, Customer Data, or Customer Confidential Information.

11.25 You / Your

"You" or "Your" means either (1) in the case of an individual, the person contracting for the use of the Service; or (2) in the case of a legal entity, the organization contracting for the use of the Service.

11.26 We / Our

"We" or "we" or "Our" or "our" means Engineering AI Corporation.

Last updated: March 20, 2026 | Effective Date: April 1, 2026

These Service Terms are part of Your Terms with Engineering AI Corporation. Any capitalized terms used but not defined in these Service Terms have the meaning set forth in the Terms. In any situation in which there is a conflict between these Service Terms and the Terms, these Service Terms control with respect to features and services governed by these Service Terms.

1. PREVIEW FEATURES

1.1 Applicability and Feedback

This section governs Your use of services or features that Engineering AI Corporation offers on a preview, beta, or early access basis ("Preview Features"). Any Feedback related to the Preview Feature may be used to improve the Service.

1.2 Preview Feature Warranty Disclaimer

Preview Features are offered on an as-is and as-available basis. Your access to or use of Preview Features is at your own risk. To the extent permitted by law, Engineering AI Corporation expressly disclaims all, and You receive no, warranties and conditions of any kind, whether express or implied, including but not limited to, those of merchantability, satisfactory quality, title, fitness for a particular purpose, and non-infringement.

1.3 Preview Feature Liability Cap

To the extent allowed by applicable law, Engineering AI Corporation's liability to you with respect to Preview Features is limited to $50.00.

1.4 Preview Feature Billing

Unless indicated otherwise on these Service Terms, Preview Features will be metered and billed as normal usage of the Service.

1.5 Preview Feature Changes and Discontinuation

Engineering AI Corporation may materially change Preview Features during the course of the preview and may opt to discontinue Preview Features.

2. DATA STORAGE LOCATION

2.1 Default Storage Region

By default, Customer Data is stored in the European Union.

2.2 Alternative Storage Region

Where supported by our underlying cloud service provider(s) and where otherwise in compliance with applicable laws and regulations, You may request to have your Customer Data stored outside of the European Union, and Engineering AI Corporation will use commercially reasonable efforts to support such requests.

2.3 Impact of Alternative Storage

You acknowledge that storing Customer Data outside the primary region may affect performance and availability of the Services.

2.4 AI Processing

The Service utilizes AI model providers (as listed on the Subprocessor List at www.gottlieb.ai/legal/subprocessors) to process Customer Content. Such processing may occur in the United States and/or the European Union, subject to the Data Processing Addendum and the Data Transfer Addendum. By default, Customer Data at rest is stored in the European Union. The specific AI model providers, their purposes, and their data processing locations are disclosed on the Subprocessor List at www.gottlieb.ai/legal/subprocessors.

2.5 No Training

For the avoidance of doubt, the no-training commitment set forth in Section 11.7 of the Platform Agreement (or Section 10.7 of the Evaluation Terms of Service, as applicable) applies to all AI model providers used in connection with the Service Terms, including Google (Gemini/Vertex AI), Anthropic (Claude), and OpenAI (ChatGPT/GPT). These providers are contractually prohibited from training their models on Customer Data or Content processed through the Service.

3. TARGETED SOURCE FEATURES

3.1 Definition and Applicability

The use of certain services and features either requires You to ingest documents into the Gottlieb platform or relies on the Gottlieb platform's ability to target specific exogenous data sources (such as public regulatory databases, industry frameworks, or publicly available web sources) ("Targeted Source Features").

3.2 Session-Scoped Document Access

Documents provided by the authorized user and ingested by the Service are specific to the user ingesting the documents and remain queryable by the authorized user only during that user's session. All such ingested documents are Customer Data.

3.3 Source Attribution

Content may contain portions of the Customer Data or portions of data from the exogenous data sources, always including a Source-Link or reference to reinforce accuracy.

3.4 Basic Service Classification

The Targeted Source Features are part of the Basic Service.

4. WEB BROWSING

4.1 Web Browsing Feature Description

Web browsing is a feature that may be leveraged in various parts of the Service to enhance the user's experience by directly querying the world-wide-web for the latest regulatory or compliance updates. When the "Web Browsing Feature" is activated by an authorized user, links to relevant URLs will be returned to the user with the Output, ensuring sourced accuracy.

4.2 Subprocessors and Third-Party Content

Engineering AI Corporation engages Subprocessors, as listed on the Subprocessor List at www.gottlieb.ai/legal/subprocessors, to help provide the web searching aspects of the Web Browsing Feature. Engineering AI Corporation does not control the content made available through such feature. You acknowledge that web content retrieved through the Web Browsing Feature may be subject to third-party terms of use and intellectual property restrictions, and You are responsible for ensuring that Your use of such content complies with applicable laws and third-party rights.

4.3 Web Browsing Data Processing Location

The Web Browsing Subprocessor(s) process Customer Data and Content in the United States and/or the European Union, as outlined in the Subprocessor List.

4.4 Web Content in Output

Content generated from a Web Browsing Feature may contain portions of data from the world-wide-web.

Last updated: March 20, 2026 | Effective Date: April 1, 2026

Other than for Evaluation Customers and customers with customized support options, these Support and Service Level Terms are part of your terms with Engineering AI Corporation. Any capitalized terms used but not defined in these Support and Service Level Terms have the meaning set forth in the Terms.

Terms will be activated with official launch planned for later in 2026.

1. SUPPORT

1.1 Support Channels

Once we launch, we will provide support 24/7 through our Help Center help.gottlieb.ai, where customers can access our documentation or submit a support request, as well as via email at support@gottlieb.ai.

1.2 Priority Classifications and Response Times

Engineering AI Corporation provides response time to support issues as indicated in the below table. Our priority classifications reflect the high-stakes, execution-focused nature of our platform, where data integrity is critical.

1.3 Continuous Improvement

We continuously explore ways to refine and improve our support resources, and we will provide Notice to you as we update this aspect of our offering.

1.4 Catena-X Data Space Support

For Customers participating in Catena-X data space operations, Engineering AI Corporation will provide priority support classification for issues that affect data exchange, interoperability, or compliance within the Catena-X ecosystem. Such issues will be treated as Severity 1 (Severe) if they prevent or materially impair the Customer's ability to participate in the Catena-X data space.

2. SERVICE LEVELS

2.1 Availability Commitment

Engineering AI Corporation will use commercially reasonable steps to make the Services available to you at least 99.9% of each calendar month (the "Availability Commitment"). Current platform status and incident history are published at status.gottlieb.ai.

2.2 Monthly Uptime Percentage Calculation

"Monthly Uptime Percentage" is calculated as ([Total number of minutes in the calendar month] - [Total minutes of Downtime in the calendar month]) * 100 / [Total number of minutes in the calendar month]. "Downtime" is any event under Engineering AI Corporation's or its subcontractors' reasonable control that causes the Services to become generally unavailable to Your users.

2.3 Service Level Credits

In the case where your Monthly Uptime Percentage falls below our Availability Commitment, upon Notice by You, Engineering AI Corporation will provide you a "Service Level Credit" based on a percentage of your Per Seat Cost (as set forth in Your currently operative Order Form) multiplied by the number of Seats in the operative month as indicated in the chart below. Such Service Level Credit will be your exclusive remedy. Any request for a Service Level Credit must be received within 10 days of the end of the month for which the Service Level Credit is being sought.

2.4 Exclusions from Service Level Credits

You are not entitled to any Service Level Credit for:

2.4.1. Equipment or software failure under your control;

2.4.2. Your or Your Users' inability to connect to the Internet;

2.4.3. Your failure to utilize the Services in conformity with our documentation;

2.4.4. Force Majeure events;

2.4.5. Use of the Services' features that are designated as Preview Features (that is, beta functionality); and

2.4.6. Use of the Services for unpaid or evaluation purposes.