Terms and Conditions

In these Terms and Conditions (the “Terms”) the following words have the meanings set out below. Terms defined in the singular include the plural and vice versa.

“Account”

the workspace created for a Customer on the Platform, including all users, data and configuration associated with it.

“Affiliate”

any entity that controls, is controlled by, or is under common control with a party, where “control” means more than fifty per cent (50%) of the voting rights or the power to direct management.

“Agreement”

these Terms, together with any order form, statement of work, data processing addendum and acceptable use policy that references them.

“Customer”, “you”, “your”

the legal person that registers for, or uses, the Platform. If you register on behalf of an organisation you represent that you are authorised to bind it.

“Documentation”

the technical and user documentation for the Platform published at renomira.com, including the API reference and developer guides.

“Generated Output”

any register, classification, gap report, policy, assessment, worksheet, export, task list, questionnaire response or other document produced by the Platform from Customer Data.

“Platform”

the Renomira software-as-a-service product, its web application, public API, software development kits, model context protocol server and embeddable widgets, as updated from time to time.

“Customer Data”

all data, text, files, configurations and records that you or your users submit to, or generate within, the Platform, including your AI tool inventory and use-case descriptions.

“Subscription”

the right granted to you to access and use the Platform for the Subscription Term in exchange for the Fees.

“Theraputo”, “we”, “us”, “our”

Theraputo, the entity operating the Renomira product and the counterparty to this Agreement.

Headings are for convenience only and do not affect interpretation. “Including” and “include” mean including without limitation. A reference to a statute includes any amendment or re-enactment of it.

Renomira is a software platform that helps organisations inventory the artificial intelligence systems they use, classify each use against the European Union Artificial Intelligence Act (Regulation (EU) 2024/1689, the “AI Act”) and related frameworks, track remediation work, and generate evidence and documentation.

The Platform applies a deterministic, versioned rule pack. Classification results are produced by software from the facts you supply. They are a reproducible engineering output, not a legal opinion, and they are only as accurate as the facts entered into the Platform.

Theraputo is not a law firm and does not provide legal, regulatory, tax or accounting advice. Nothing on the Platform, in the Documentation, in any Generated Output, or in any communication from our staff constitutes legal advice or creates a lawyer–client relationship. You are responsible for obtaining independent legal advice on your compliance position and for every decision you take on the basis of the Platform.

The Platform is offered on the plan tiers described at renomira.com/pricing. Each tier carries the usage limits stated on that page and in the Platform (for example, the number of AI tools in the register, the availability of exports, surveys, the trust centre, partner workspaces and API rate limits). We may measure usage to enforce those limits.

We develop the Platform continuously. We may add, change or retire features, and we may update the rule pack to reflect new guidance, delegated acts or case law. We will not materially reduce the core functionality of a paid tier during a Subscription Term. If we discontinue a feature that is material to your use of the Platform, we will give you at least thirty (30) days’ notice and, if you are on an annual plan and the change is materially detrimental, a pro-rata refund of prepaid Fees for the unused period.

You must be at least eighteen (18) years old and legally capable of entering into a binding contract to use the Platform. The Platform is sold to organisations for business use; it is not a consumer product.

You must provide accurate registration information, keep it current, and keep your credentials confidential. You are responsible for everything done through your Account, whether or not you authorised it. Notify us immediately at [email protected] if you suspect unauthorised access.

You are responsible for provisioning, de-provisioning and permissioning your users, and for ensuring that each user complies with this Agreement. You may not share a single user login between individuals.

We may refuse registration, or require verification of your identity, organisation or payment instrument, where we consider it necessary to prevent fraud, to comply with law, or to protect the Platform or other customers.

Fees for each plan are displayed at renomira.com/pricing in euro (EUR), and are payable in the currency presented at checkout. Fees are exclusive of applicable taxes, duties and levies, which you must pay in addition where required. Where we are legally obliged to charge indirect tax, we will add it to the invoice.

Subscriptions are billed monthly or annually in advance. Unless you cancel before the end of the then-current Subscription Term, your Subscription renews automatically for a further term of the same length, and we (or our payment processor) will charge the payment instrument on file. You authorise us and our payment processor to take recurring payments on that basis until you cancel.

Payments are processed by Razorpay and the banking partners it uses. We do not receive or store full card numbers, card verification values or UPI credentials; those are handled by the payment processor under its own terms and privacy policy. By paying through the Platform you agree to the payment processor’s terms.

If a charge fails we may retry it and will notify you. If payment is not completed within fourteen (14) days of the due date we may suspend access to paid features. Suspension does not release you from the obligation to pay Fees already due. We may charge reasonable costs of recovery.

We may change our prices. We will give you at least thirty (30) days’ notice before a price change takes effect for you, and the change will apply from your next renewal date, never retroactively. If you do not accept a price change you may cancel before it takes effect.

Free tiers, evaluation workspaces and trials are provided as-is for evaluation purposes, may carry usage limits, and may be modified or discontinued at any time. Data in a free workspace that has been inactive for twelve (12) consecutive months may be deleted after notice to the registered email address.

Refunds, cancellations and chargeback handling are governed by the Refund and Cancellation Policy, which forms part of this Agreement.

You agree that you will:

1. use the Platform only for lawful business purposes and in compliance with this Agreement, the Acceptable Use Policy and all applicable law, including the AI Act, the GDPR and, where applicable, India’s Digital Personal Data Protection Act 2023;
2. ensure that you have a lawful basis, and all necessary notices and consents, for any personal data you submit to the Platform, and that you do not submit special category data unless the Platform feature you are using is designed for it;
3. keep accurate records of the AI systems you deploy, and enter accurate facts into the Platform, because the quality of Generated Output depends entirely on the accuracy of your inputs;
4. review every Generated Output before you rely on it, file it with an authority, publish it, or send it to a customer, auditor or regulator;
5. comply with the API rate limits and fair-use rules applicable to your tier, and not attempt to circumvent them;
6. keep your credentials and API keys secure, rotate them when a holder leaves or a key is exposed, and tell us promptly if a key is compromised;
7. not use the Platform to develop a competing product, to benchmark it for publication without our written consent, or to train a machine-learning model on its outputs; and
8. cooperate reasonably with us in investigating suspected misuse or a security incident affecting your Account.

You are solely responsible for the configuration of the Platform in your Account, for the scope of any share link or trust-centre publication you enable, and for the consequences of publishing any content through those features.

The Acceptable Use Policy forms part of this Agreement. In summary, you must not use the Platform to break the law, to infringe the rights of others, to distribute malware, to attempt to gain unauthorised access to any system, to scrape or overload the Platform, or to submit content that is unlawful, defamatory, or that you do not have the right to submit.

We may investigate suspected misuse, may suspend or terminate an Account that materially or repeatedly breaches this Agreement, and may report unlawful conduct to the competent authorities. Where it is reasonable to do so, we will give you notice and an opportunity to remedy the breach before suspending access.

Theraputo and its licensors own all right, title and interest in and to the Platform, the Documentation, the rule pack, the classification engine, the catalogue of pre-mapped AI tools, the questionnaire library, the user interface, and all trade marks including “Renomira” and “Theraputo”, together with all associated intellectual property rights. No rights are granted to you except the limited subscription right expressly set out in this Agreement.

You own all right, title and interest in and to your Customer Data. We claim no ownership over it. You grant us a worldwide, non-exclusive, royalty-free licence to host, copy, transmit, display and process Customer Data solely to the extent necessary to provide, secure and support the Platform, to prevent or address technical or security issues, and to comply with law.

As between you and us, you own the Generated Output produced from your Customer Data, and you may use, adapt and distribute it freely. We may use aggregated, de-identified and anonymised data derived from usage of the Platform — including to improve classification accuracy and to produce benchmarks — provided that it cannot reasonably be used to identify you, your users or any individual, and provided that peer-benchmark participation remains opt-in.

If you send us suggestions, ideas or feedback, you grant us a perpetual, irrevocable, royalty-free licence to use them without restriction or compensation. We will not attribute feedback to you without your consent.

We may name you as a customer, and use your logo, only with your prior written consent. You may revoke that consent at any time, and we will remove the reference within thirty (30) days.

For personal data processed within the Platform on your instructions, you are the controller (or the processor acting for your own customer) and Theraputo is your processor. Our processing is governed by the Data Processing Addendum, which forms part of this Agreement and which reflects Article 28 of the GDPR.

We maintain appropriate technical and organisational measures to protect Customer Data, designed to ensure a level of security appropriate to the risk, including encryption in transit, hashing of API keys at rest, least-privilege internal access, audit logging and regular review. Our current measures are described at renomira.com/security. No system is perfectly secure; you acknowledge that you are responsible for keeping your own credentials and exports safe.

You authorise us to engage sub-processors to provide the Platform, including hosting, email delivery and payment processing. We maintain a current list in the Data Processing Addendum, impose data protection obligations on each sub-processor no less protective than those we owe you, and remain liable to you for their performance.

Where personal data protected by the GDPR is transferred outside the European Economic Area we rely on an appropriate transfer mechanism, such as the European Commission’s Standard Contractual Clauses, together with a transfer impact assessment and supplementary technical measures where required.

Each party will keep the other’s confidential information confidential, use it only to perform this Agreement, and disclose it only to personnel and advisers who need it and are bound by confidentiality obligations. These obligations survive termination for five (5) years, and indefinitely for trade secrets and personal data. Confidential information does not include information that is public through no fault of the recipient, was already known without a duty of confidence, or is independently developed.

We will notify you without undue delay, and in any event within seventy-two (72) hours of becoming aware, of a personal data breach affecting Customer Data, and will provide the information you reasonably need to meet your own notification obligations.

The Platform can connect to third-party services, including AI-model providers, identity providers, messaging platforms, automation platforms and payment processors. Those services are governed by their own terms and privacy policies. We do not control them and are not responsible for their availability, accuracy, security or acts and omissions.

If you enable an integration, you authorise the exchange of the data required for it. Disabling an integration stops future exchanges but does not retrieve data already delivered to the third party.

You are responsible for ensuring that your use of any third-party AI system you record in the Platform is itself lawful, including any obligation to obtain a licence or to comply with that provider’s usage policy.

We warrant that: (a) we have the right to grant the Subscription; (b) the Platform will perform materially in accordance with the Documentation under normal use; and (c) we will provide the Platform with reasonable skill and care.

To the maximum extent permitted by law, and except for the express warranties above, the Platform and all Generated Output are provided “as is” and “as available”, without warranty of any kind, whether express, implied or statutory, including any implied warranty of merchantability, fitness for a particular purpose, title, accuracy or non-infringement.

Without limiting the above, we do not warrant that: the Platform will be uninterrupted or error-free; any classification, assessment or Generated Output will be accepted by, or satisfy, a regulator, notified body, auditor, customer or court; the rule pack reflects the law as it applies to your specific facts; or the Platform will identify every AI system in use in your organisation. Regulatory positions and deadlines change; you must verify current law before relying on any output.

Nothing in this Agreement excludes or limits either party’s liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) your obligation to pay Fees properly due; or (d) any other liability that cannot lawfully be excluded or limited.

Subject to the paragraph above, and to the maximum extent permitted by law:

• neither party is liable for indirect, incidental, special, consequential or punitive damages, or for loss of profit, revenue, anticipated savings, goodwill, business opportunity, or for loss or corruption of data, however caused and whether or not the party was advised of the possibility of such loss;
• each party’s total aggregate liability arising out of or in connection with this Agreement is limited to the Fees paid or payable by you in the twelve (12) months immediately preceding the event giving rise to the claim; and
• we are not liable for the accuracy, completeness or regulatory sufficiency of any Generated Output, or for any decision you take in reliance on it.

This section allocates risk between the parties and is reflected in the Fees. It applies regardless of the theory of liability and survives termination.

We will defend you against a third-party claim alleging that the Platform, used as permitted by this Agreement, infringes that third party’s intellectual property rights, and will pay damages and costs finally awarded by a court of competent jurisdiction or agreed in a settlement we approve in writing. This indemnity does not apply to the extent the claim arises from Customer Data, from modifications you made, from combination with products we did not supply, or from a version you failed to upgrade after we notified you that continued use is infringing.

If such a claim is made or threatened, we may procure the right for you to continue using the Platform, modify it so it is non-infringing, or terminate this Agreement and refund prepaid Fees for the unused portion of the Subscription Term.

You will defend us against any third-party claim arising from your Customer Data, your use of the Platform in breach of this Agreement or of law, or your failure to obtain a necessary notice or consent, and will pay damages and costs finally awarded or agreed in a settlement you approve in writing.

The indemnified party must notify the indemnifying party promptly, give it control of the defence and settlement, and provide reasonable assistance at the indemnifying party’s expense.

This Agreement runs from the date you first accept it until all Subscriptions have expired or been terminated.

Either party may terminate this Agreement immediately on written notice if the other party commits a material breach and fails to remedy it within thirty (30) days of notice describing the breach, or if the other party becomes insolvent, enters administration or liquidation, or ceases to carry on business.

You may cancel your Subscription at any time from the billing area of the Platform or by writing to [email protected]. Cancellation takes effect at the end of the then-current billing period; access continues until then, and no further charges are made.

On termination: your right to use the Platform ends; we will make Customer Data available for export for thirty (30) days on request, after which we may delete it in accordance with our retention schedule; and any provision that by its nature should survive — including intellectual property, confidentiality, liability, indemnity and governing law — survives.

We may suspend access immediately, without notice, where suspension is necessary to prevent imminent harm, to comply with a lawful order, or to address a security emergency.

We may update these Terms to reflect changes in the Platform, in law, or in our practices. If a change is material we will give at least thirty (30) days’ notice by email to the registered account holder and by a notice in the Platform, and we will update the version number and effective date at the top of this document.

If you do not agree to a material change you may cancel before it takes effect. Continuing to use the Platform after the effective date constitutes acceptance of the updated Terms. The version in force when a dispute arises is the version that governs that dispute.

This Agreement and any dispute or claim arising out of or in connection with it (including non-contractual disputes) are governed by the laws of India. The courts at the seat of Theraputo’s registered office have exclusive jurisdiction, save that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

You may not assign or transfer this Agreement without our prior written consent, except to an Affiliate or in connection with a merger or sale of substantially all your assets, on notice to us. We may assign this Agreement to an Affiliate or to a successor in connection with a merger, acquisition or sale of assets.

Notices to you may be given to the email address registered on your Account or posted in the Platform. Notices to us must be sent to [email protected] and, for formal legal process, to our registered office address.

This Agreement, together with the documents it incorporates, is the entire agreement between the parties on its subject matter and supersedes all prior discussions, proposals and representations. Neither party relies on any statement not set out in this Agreement, except that nothing limits liability for fraud.

If any provision is found unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed, and the rest of the Agreement continues in force. A failure to exercise a right is not a waiver of it.

Neither party is liable for a failure or delay caused by an event beyond its reasonable control, including natural disaster, war, terrorism, epidemic, labour dispute, failure of a public network or power supply, or an act of government. If such an event continues for more than sixty (60) days, either party may terminate on notice.

No person who is not a party to this Agreement has any right to enforce any of its terms.

The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency or employment relationship.

If there is a conflict between documents, the order of precedence is: a signed order form or statement of work; the Data Processing Addendum (for data protection matters only); these Terms; the Acceptable Use Policy; and the Documentation.

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