A.ENGINEER - TERMS OF SERVICE

These Terms are provided in English only. The Service is intended for international use and not specifically targeted to any single national market. By using the Service, you confirm that you understand English sufficiently to read, understand and accept these Terms. The Service is available for Users within EU, EEA and United Kingdom only.

Tyréns Solutions AB, Reg. No. 559113-2674, VAT No. SE559113267401, with registered seat in Stockholm, Sweden, ("Provider") grants the User, each a "Party" and together the "Parties", a license to use the Service subject to these terms and conditions ("Terms"). By accessing or using the Service, the User agrees to be bound by these Terms as of the Effective Date.

1. CONTACT INFORMATION

Email: aengineer@tyrens.se
Address: Folkungagatan 44, 118 26 Stockholm, Sweden
Phone: +46 10 452 20 00

2. DEFINITIONS

“Business User” means a natural person acting for the purpose of their trade, business, craft or profession.

“Consumer” means a natural person acting mainly for purposes outside their trade, business, craft or profession.

“Effective Date” means the date when the User first accessed, used, or registered for the Service.

“Input” means the data, software, documents, third-party services, and other content (including prompts) uploaded, accessed, stored, or submitted by any means for the use of the Service by or on behalf of the User.

“Output” means any text, code, data, insights or other material generated by the Service. User acknowledges and understands that the Service will or may require that User actively acknowledge that User has verified information before being able to access Output.

“Service” means the a.engineer platform, which is comprised of a cloud-based service, accessible via a web interface through a browser and/or desktop application (or, if specifically agreed in the order forms, APIs), plug-ins and add-ins to other software provided by the Provider. A.engineer is an agentic AI system that automates civil engineering calculations, visualizations and reporting. See further description of the Service here: https://www.next.tyrens.com/projects/a-engineer.

“User” means any user of the Service, whether a Consumer or Business User.

3 SCOPE & LICENSE GRANT

3.1 Subject to these Terms and payment by the User of the license fee, the Provider grants the User a limited, personal, non-exclusive, non-transferable, revocable license to use the Service. This license includes the right to use the Service for both personal and commercial purposes, subject to the User`s subscription plan and these Terms. This license terminates immediately if the User violates these Terms or the User`s account is terminated for any other reason.

3.2 The Service is delivered remotely and provided strictly on an “as-is” and “as-available” basis.

3.3 These Terms apply to both Consumers and Business Users. Where User is a Consumer, certain mandatory consumer protection rights apply as specified throughout these Terms, and any conflicting provisions shall not apply to the extent prohibited by law.

4 SUBSCRIPTION, FEES & TAXES

4.1 The Service is subscription-based. The Provider offers both free and paid subscription plans, and paid plans in both monthly and annual subscription variations. Monthly plans are billed in advance on a monthly basis, while annual plans are billed in advance on an annual basis at the start of each twelve (12) month term. The User may switch between monthly and annual plans at the end of the current billing cycle by adjusting the preferences through the account settings. Both monthly and annual subscriptions renew automatically unless cancelled and User authorises Provider to charge Users payment method. The shortest term for which a subscription is available is one (1) month.

4.2 Fees, subscription tier(s), payment terms and usage limits are set out here: https://www.a.engineer/#pricing.

4.3 Provider may change the prices from time to time. If Provider increases the subscription prices, at least thirty (30) days` notice via the registered e-mail will be given to the User and any price increase will take effect on the next renewal so that the User can cancel the Service if the price increase is not agreeable.

4.4 All prices displayed to the User include applicable VAT and are shown in the currency specified during the purchase process. The total price, including VAT, will be clearly displayed before the User completes the purchase.

4.5 If a User cancels their paid subscription plan, the User`s account will automatically transition to a free subscription plan at the end of the current paid subscription period, unless the User actively deletes the account via the account settings. The User may upgrade to a paid subscription plan again at any time via the account settings.

4.6 These Terms are applicable to the User regardless of whether the User is covered by the free or paid subscription plans.

5 CONSUMER RIGHTS, INFORMATION AND OBLIGATIONS

5.1 If User is a Consumer, User benefits from mandatory rights, including but not limited to national withdrawal, refund and after-sales obligations under applicable consumer protection laws that cannot be excluded or limited by contract. Nothing in these Terms affects these statutory rights. For information about consumer rights, Consumers may consult their national consumer protection authority.

5.2 A Consumer is entitled to withdraw from the Service without stating the reason during the fourteen (14) days following the date of the purchase (“The Withdrawal Period”).

5.3 To exercise the right of withdrawal, the Consumer can inform Provider of the decision to withdraw by sending a clear statement by mail or email to the Provider. Consumer may also use the model withdrawal form provided in Appendix A, but this is not mandatory. The withdrawal is effective when the Consumer sends the communication concerning the exercise of the right of withdrawal before the Withdrawal Period has expired.

5.4 If Consumer withdraws from these Terms pursuant to clause 5.2-5.3, Provider will reimburse all payments received from Consumer, without undue delay and in any event not later than fourteen (14) days from the day on which Provider is informed of Consumer`s decision to withdraw. Provider will carry out such reimbursement using the same means of payment as Consumer used for the initial transaction. Consumer will not incur any fees as a result of such reimbursement.

5.5 Once Consumer has exercised its right of withdrawal, Consumer shall refrain from using the Service or making it available to others.

5.6 Following the Withdrawal Period, Consumer can cancel⁠ the paid subscription at any time by updating the account settings. Consumer will not be charged after cancellation of the paid subscription. Consumer will continue to have access to the Service until the end of the subscription period paid for, at which point the cancellation will become effective.

5.7 If a Consumer wants to complain of defects in Service, Consumer may mail or email a complaint notice to the Provider on the above-mentioned addresses.

6 RESPONSIBILITIES, PERMITTED & PROHIBITED USES

6.1 User Responsibilities

User is solely responsible for:

• (a) keeping all access credentials (e.g., usernames, passwords, API keys) secure and confidential;
• (b) promptly notifying Provider at aengineer@tyrens.se upon any suspected or actual unauthorised access to the Service or to User credentials
• (c) ensuring User holds all necessary rights (licenses, consents, lawful bases) for any third-party content included in Inputs; and
• (d) evaluating the accuracy and suitability of all Outputs.

6.2 Prohibited Conduct

User agrees not to:

• (a) create, upload, share or store material that is illegal, defamatory, obscene, hateful, discriminatory or otherwise clearly offensive or inappropriate;
• (b) transfer, sublicence, lease, lend, sell, resell or otherwise share User access to the Service, or allow any third party to use User account;
• (c) decompile, disassemble, reverse engineer or otherwise attempt to derive the source code or underlying models of the Service, except to the limited extent expressly permitted by mandatory law;
• (d) modify, translate, localize, port, adapt or create derivative works of the Service or any software provided;
• (e) use any automated, programmatic or scraping method to extract data or Output from the Service, except through documented APIs within rate limits;
• (f) use the Service, or any Output, to build or improve any product or service that competes with the Service, or to make Output available to third-parties on a stand-alone basis (e.g., by making Output in the form of reports commercially available to third-parties, whether in the form or format generated by the Service or in altered form or format);
• (g) interfere with, disrupt, or attempt to gain unauthorized access to any systems or networks of Provider, including by introducing malware, viruses or harmful code; or
• (h) use the Service for any purpose prohibited in any applicable law, including but not limited to, the AI Act, data protection regulations, health and safety regulations or otherwise in violation of applicable export control laws.

6.3 Permitted Use

Subject to the above, User may provide Input in order to generate and obtain Output. User may, after having reviewed and evaluated Output, use Output at its own risk. If the User is a Consumer, the Output may be used for the Consumer`s own, private purposes. If the User is a Business User, Output may be used for commercial purposes, provided that User must in such case always abides by any limitations of use set forth in the Terms, including but not limited to clause 6.2 (f) and clause 14.3.

6.4 AI Limitations and Responsibilities

The User acknowledges that artificial intelligence and machine-learning technologies are inherently probabilistic and rapidly evolving. The Service may generate Output that is incorrect, incomplete, biased or otherwise unsuitable and that may not accurately represent real persons, places or facts. User is solely responsible for independently evaluating and validating all Output (including through qualified human review) before relying on, publishing or otherwise using it. User is likewise responsible for ensuring that Inputs are lawful and do not infringe any third-party rights and User relies on all Outputs entirely at its own risk.

6.5 No Professional Advice

All Output is provided for general informational purposes only and shall not be construed as engineering, legal or other professional advice. Provider is not an engineering consultancy or other professional services provider and assumes no professional duty of care or liability for any Output

7. INTELLECTUAL PROPERTY

7.1 The Service (including models, prompts, UX and know-how) and all associated intellectual property remains the sole property of the Provider and its licensors.

7.2 As between the Parties, User owns Inputs and Outputs. Provider assigns to User all transferable rights in Outputs. Provider disclaims any warranty that Outputs are free of third-party rights, errors or omissions.

8. USER DATA, PRIVACY & AI TRAINING

8.1 In providing the Service, Provider will or may process personal data. Unless otherwise stated, Provider is the data controller pursuant to the General Data Protection Regulation 2018 (“GDPR”) and determines the purpose and methods of how the personal data is processed. Provider collects and processes data from the User`s use of the Service to provide the Service, improve the platform, provide support, and enhance user experience. The Provider`s Privacy Guidelines https://www.tyrens.com/about-us/privacy/ and the Provider`s Privacy notice https://a.engineer/privacy-policy contain detailed information on how data is processed. Consumers have the right to access, rectify, erase, restrict processing of object to processing of, and request portability of their personal data. Consumers may exercise these rights by contacting Provider at aengineer@tyrens.se.

8.2 Inputs may be stored and processed to deliver, secure, and improve the Service, including to fine-tune models.

8.3 Both the User and the Provider agree to comply with GDPR and any other relevant data protection legislation according to applicable law.

8.4 Data Retention and Deletion

• (a) User data and personal data are retained only as long as necessary for the above purposes, applicable law or to comply with legal obligations and in accordance with the Provider`s Privacy notice.
• (b) Deleted project data is removed from active systems and from backups within 90 days.
• (c) Anonymized usage data and de-identified benchmarks may be retained indefinitely.
• (d) User may request deletion of User's data, subject to the Provider`s legal obligations or technical feasibility.

9 WARRANTIES & DISCLAIMER OF WARRANTIES

9.1 User`s use of the Service, site and all content (including Output) is entirely at User`s own risk. The Service, site and all content are provided “as is” and “as available,” with all faults, and without warranties of any kind, whether express, implied or statutory. To the fullest extent permitted by law, Provider and its suppliers and licensors expressly disclaim all warranties, including (without limitation) implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, originality, accuracy, reliability, availability, usefulness or results. For Consumers, the foregoing disclaimers apply only to the extent permitted by mandatory consumer protection law. Where User is a Consumer, Provider warrants that the Service will be provided with reasonable skill and care and substantially as described.

9.2 Provider makes no warranty that the Service or any Output will be error-free, uninterrupted, secure, or will meet User`s requirements; that any defects will be corrected; or that the Service or the servers that make the Service available are free of viruses or other harmful components. Any Output, material or code downloaded or otherwise obtained through the Service is accessed at User`s own discretion and risk, and the User will be solely responsible for any damage to its systems or loss of data that results. User understands and acknowledges that Provider does not make any warranty or undertaking with respect to the availability or accessibility of the Service.

9.3 No oral or written information or advice given by Provider or its representatives shall create any warranty not expressly stated in these Terms. Certain jurisdictions may not allow the disclaimer of implied warranties; in such cases the above disclaimers apply to the maximum extent permitted by applicable law.

10 LIMITATION OF LIABILITY

10.1 To the fullest extent permitted by applicable law, the Provider`s total aggregate liability under or in connection with these Terms, the Service, the site or any content (including Output), whether in contract, tort (including negligence), strict liability or otherwise, shall be limited to an amount equivalent to the license fees paid by the User during the last twelve (12) months.

10.2 The Provider shall not be liable for any indirect, consequential, incidental, special, exemplary or punitive loss, loss of profit, loss of business, loss of data, or for any claim against the User made by any third party, regardless of whether Provider was advised of the possibility of such damages.

10.3 This exclusion applies, without limitation, to any loss or damage resulting from unauthorised access, security breaches, data loss or User`s download or use of any materials.

10.4 Nothing in this section 10 excludes or limits Provider's liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law.

10.5 In the event of any claim by User, User`s exclusive remedy shall be (a) the correction of the Service (if a correction is possible or commercially reasonable for Provider), or (b) a refund of the license fee(s) paid by User during the period from when the User brought its complaint, at the Provider`s sole discretion.

10.6 No action arising out of or relating to these Terms may be brought by the User more than one (1) year after the cause of action accrued if a Business User and two (2) years after the cause of action accrued if a Consumer.

11 USER INDEMNITY

11.1 User shall indemnify Provider and its affiliates, officers, directors, employees, and agents (collectively, “Provider Indemnitees”) from and against any claim, liability, damage, loss, cost, expense, demand, suit or proceeding (a “Claim”) arising out of or relating to:

(a) User`s Inputs or any Output generated therefrom that results from Inputs in violation of these Terms, or that User knew or reasonably should have known was likely to result in infringing, unlawful or otherwise violating Output; and/or

(b) User`s breach of these Terms, applicable law or third-party rights when using the Service.

12. TERM, SUSPENSION & TERMINATION

12.1 These Terms commence on the Effective Date and continue for the subscription term.

12.2 Provider may immediately suspend or disable access to the Service, or terminate these Terms with immediate effect, if User breaches any provision of these Terms or applicable law, if any license fee is unpaid, or if continued use is reasonably suspected to expose Provider to liability.

12.3 Either Party may terminate the Terms for any reason thirty (30) days following written notice by mail or email being provided by that Party to the other Party.

12.4 If the Provider terminates or suspends the Service without cause and the User has subscribed to an annual plan, the Provider will reimburse the User for the remaining months that have been paid for by User.

12.5 If the Provider terminates or suspends the Service in accordance with section 12.2 the User will not be entitled to reimbursement.

12.6 If the User terminates the Service, the User will not be entitled to reimbursement.

12.7 Upon termination or suspension, User must cease all use of the Service and destroy any Provider confidential information, providing a written certification to the Provider confirming that this has been done, if requested by the Provider.

12.8 Any provision which by its nature is intended to survive termination or expiration of the Terms shall so survive.

13. GOVERNING LAW & DISPUTES

13.1 These Terms, and any dispute or claim arising out of or in connection with them shall be governed by and construed in accordance with Swedish law, without regard to conflict-of-law or choice-of-law rules. Consumers shall also retain the protection afforded to them by the mandatory consumer rights provisions of the law of the country in which they are habitually resident.

13.2 Any dispute, controversy or claim arising out of or in connection with the Terms, or the breach, termination, or invalidity thereof, shall be finally settled by arbitration administered by the SCC Arbitration Institute (the “SCC”). The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal should be composed of one or three arbitrators. The seat of arbitration shall be Stockholm and the language to be used in the arbitral proceedings shall be English.

13.3 Consumers are not bound by the arbitration clause in Section 13.2. Any dispute arising out of or in connection with these Terms may be brought by the Consumer before the competent courts at the Consumer's place of habitual residence or before the competent courts of Sweden. Provider may only bring proceedings against a Consumer before the courts of the place where the Consumer is habitually resident.

13.4 If a Consumer is resident in the EU/EEA, User may also use the European Commission's Online Dispute Resolution (ODR) platform to find available alternative dispute resolution bodies, available at https://consumer-redress.ec.europa.eu/index_en, to attempt to resolve any disputes regarding online purchases. Provider is not obliged to participate in alternative dispute resolution procedures but may choose to do so on a case-by-case basis.

13.5 If a Consumer is resident in the UK, User may also use an independent Alternative Dispute Resolution (“ADR”) scheme approved by the Chartered Trading Standards Institute for consumer disputes in the UK, such as Consumer Arbitration, available at https://www.cdrl.org.uk/consumer-arbitration/, to attempt to resolve any dispute regarding online purchases. Provider is not obliged to participate in alternative dispute resolution procedures but may choose to do so on a case-by-case basis.

14. MISCELLANEOUS

14.1 Assignment

Neither Party may assign any of its rights or obligations under the Terms, whether by operation of law or otherwise, without the other Party`s prior written consent. However, the Provider may assign the Terms in its entirety, without the User`s consent (i) to its Affiliate, or (ii) in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

14.2 Modifications

Provider may amend these Terms at any time by posting updates of the Terms on the website https://www.a.engineer and sending the updated Terms to the User via the registered e-mail. Changes enter into force thirty (30) days after the update has been posted and sent via e-mail. Continued use after an update constitutes acceptance.

14.3 Compliance

14.3.1 The User is solely responsible for ensuring that its use of the Service and Output is compliant with applicable law, including all the applicable export control legislation and trade sanctions regimes to which the Service is subject and all applicable laws relating to bribery, tax evasion and modern slavery.

14.3.2 The User confirms (i) that it is not a sanctioned individual or entity (and in the case of an entity, that it is not owned by a sanctioned individual or entity), (ii) that it will not allow access to the Service by any other individual or entity (including but not limited to affiliate, subsidiary or parent companies) not specifically stated in the Terms without the Provider`s express written consent, and in any case not to a sanctioned individual or entity, (iii) that it is in the stated geography, (iv) that it will not access nor allow others outside that stated geography to access the Service, and (v) that it will not use or allow access to or use of the Service in relation to projects or assets involving a sanctioned country and/or military end user or use.

14.3.3 The User agrees to provide, upon request by the Provider, such information as is reasonably required to demonstrate its compliance with this clause 14.3.

14.3.4 The Provider has the right to immediately terminate the Terms and the User`s access to the Service if (i) the User becomes subject to any sanctions restrictions, (ii) the provision of the Service exposes the Provider to the risk of non-compliance with any export control or sanctions restrictions, and/or (iii) the User breaches this clause 14.3.

14.4 Entire agreement

The Terms set forth and constitute the entire agreement and understanding between the Parties with respect to the subject matter hereof and all prior agreements, understandings, promises and representations, whether written or oral, with respect thereto are superseded hereby.

14.5 Severability

In the event any provision of these Terms is wholly or partly invalid, the validity of these Terms as a whole shall not be affected, and the remaining provisions of these Terms shall remain valid. To the extent that such invalidity materially affects a Party`s benefit from, or performance under, these Terms, it shall be reasonably amended.

Appendix A

Standard withdrawal form

(Complete and return this form only if you wish to withdraw from the contract)

To:
Tyréns Solution AB
Folkungagatan 44, 118 26 Stockholm
Sweden
aengineer@tyrens.se
Company registration no: 559113-2674

I/we hereby give notice that I/we withdraw from my/our contract for the purchase of the following goods/services and terminate the Terms with immediate effect:

Ordered on:
Received on:
Product/service:

Consumer`s name:
Consumer`s address:
Date:


__________________________________________
Signature (only if this form is submitted on paper)