These AI Services Additional Terms ("AI Terms") set forth the additional terms and conditions under which King & Company Consulting ("Provider," "we," "us") makes available to Client and its authorized users certain artificial intelligence ("AI") and machine learning ("ML") products, functionality, and features, including custom AI workspaces, workflow automation, generative AI tools, and team training (collectively, "AI Services").

These AI Terms are part of the Terms of Service and Master Services Agreement and are incorporated by reference. Capitalized terms not defined here have the meanings set forth in those agreements. In the event of any conflict between the Terms of Service and these AI Terms, these AI Terms govern with respect to AI Services.

BY USING ANY AI SERVICES PROVIDED BY KING & CO., YOU AGREE TO THESE AI TERMS. IF YOU DO NOT AGREE, DO NOT USE OR ACCESS AI SERVICES.

1. Client Data, Inputs, and Output

Client's use of AI Services is optional. AI Services may require Client to provide or make available certain data in textual, document, or other formats ("Input") that will be used to configure AI workspaces, generate responses, automate workflows, or produce other resultant materials ("Output"). Input and Output are Client Data.

As between Client and Provider, Client retains all ownership rights in the Input, and Client owns all Output. Provider owns all right, title, and interest in and to the AI Services themselves, including methodologies, templates, and configurations developed by Provider (excluding Client Data embedded therein).

Client acknowledges that, due to the nature of AI Services and the third-party models underpinning them: (a) Output may not be unique or exclusive to Client; (b) the same or similar Input may generate different Output at different times; and (c) Output does not represent the views or endorsement of Provider or any third-party model provider.

2. Provider Obligations and Restrictions

Provider will not permit its third-party AI service providers (such as Anthropic, OpenAI, or other model providers) to use Client Data, Input, or Output to fine-tune, train, or improve their foundation AI models. Provider selects AI model configurations and API settings that disable training on client data where such options are available.

Provider may use Output as necessary to deliver the AI Services, including to maintain the security and functionality of AI workspaces, and otherwise in a manner consistent with the Agreement and the Data Processing Addendum.

Client agrees that Provider may update or substitute the underlying third-party foundation models and service providers to improve service quality, and that Output quality, format, or behavior may change over time as a result.

3. Client Obligations and Restrictions

Client is solely responsible for the content of Input and the use of Output, including determining whether Output is suitable for Client's intended purposes. Client agrees it will evaluate Output for accuracy and appropriateness, including using human review as appropriate, before using, relying on, or sharing Output.

Client acknowledges that Provider is not acting as an employer, co-employer, or agent of Client in connection with any employment decisions or employment-related purposes arising from use of AI Services.

Client represents and warrants that Client has all rights, licenses, and permissions needed to provide Input to the AI Services. Client will not, and will not permit its users to, use AI Services:

(a) In violation of any applicable law; (b) in a manner that infringes or misappropriates the rights of any third party, including developing AI tools that compete with Provider or its service providers; (c) to represent or mislead any person that Output was solely human-generated without disclosure; (d) to make, or as the sole basis for, any consequential decision (meaning a decision that produces legal or similarly significant effects on an individual, including decisions related to employment, compensation, benefits eligibility, health, housing, lending, or access to essential services); (e) in a manner that removes meaningful human review where required by applicable law; or (f) in violation of the Acceptable Use Policy, these AI Terms, or the usage policies of underlying AI model providers.

Client is solely responsible for configuring permissions, roles, and administrative controls governing how AI Services are used within Client's organization. Client acknowledges that AI actions and outputs may have operational, financial, legal, and compliance impacts, and Client is responsible for verifying the accuracy of any AI-generated content before acting on it.

4. Custom AI Workspace Terms

When Provider builds a custom AI workspace loaded with Client's SOPs, policies, and operational context:

(a) Client retains full ownership of all SOPs, policies, and documents uploaded to the workspace; (b) Provider will configure the workspace to use Client Data only within the scope of Client's engagement and will not share Client's workspace content across other client environments; (c) upon termination, Provider will provide Client with all workspace configurations and content, then delete Client Data from the workspace within 30 days; and (d) Provider will use commercially reasonable efforts to maintain workspace availability but does not guarantee uptime of third-party AI model providers.

5. Training and Implementation Services

When Provider delivers AI training and implementation services: (a) training materials, guides, and methodologies developed by Provider remain Provider's intellectual property; (b) Client receives a non-exclusive, non-transferable license to use training materials internally within Client's organization for the duration of the engagement; (c) Client is responsible for ensuring its users apply AI tools in accordance with these AI Terms and applicable law; and (d) Provider will tailor training content to Client's industry and use cases but does not guarantee specific business outcomes from AI adoption.

6. Risks, Limitations, and Disclaimers

AI and machine learning technologies have known and unknown risks and limitations. Client acknowledges and agrees that Client is solely responsible for: (a) developing internal policies for appropriate use of AI Services and monitoring compliance; (b) providing notices and obtaining all consents required by applicable laws in connection with AI Services; and (c) implementing sufficient human oversight for AI Services to comply with all applicable laws and regulations.

Client acknowledges and agrees that Provider is not responsible for: (a) any inaccuracies or errors in Output; (b) any biases, lack of fairness, or limitations in underlying algorithms or data; (c) ensuring that Client's use of Output complies with the law; or (d) any Output that Client may find unsuitable, harmful, or offensive.

AI Services and their Output are not a substitute for professional judgment or professional advice (including legal, medical, financial, tax, or accounting advice) and should not be relied upon as a sole source of truth.

AI SERVICES ARE PROVIDED ON AN "AS-IS" BASIS AND PROVIDER DOES NOT MAKE ANY WARRANTY WITH RESPECT TO ANY OUTPUT OR THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF AI SERVICES, INCLUDING WITH RESPECT TO THE SUITABILITY, RELIABILITY, COMPLETENESS, OR ACCURACY OF OUTPUT. CLIENT SHOULD NOT RELY ON FACTUAL ASSERTIONS CONTAINED IN OUTPUT WITHOUT INDEPENDENTLY VERIFYING THEM. ANY CLAIM ARISING FROM OR IN CONNECTION WITH ALLEGATIONS THAT OUTPUT INFRINGES OR MISAPPROPRIATES THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS IS EXCLUDED FROM PROVIDER'S INDEMNIFICATION OBLIGATIONS UNDER THE AGREEMENT.

7. Contact

For questions about these AI Terms or our AI Services, contact us at hello@kingandco.consulting.