AI Functionality Terms

Workstream Technologies, Inc.

Last Updated Date: June 21, 2024

These terms and conditions for AI Functionality (“AI Functionality Terms”) are incorporated into and shall become part of the Agreement entered into between Workstream and Customer and included in the definition of “Services”, pursuant to which Workstream will facilitate the provision of AI Functionality (as defined below) for Customer. The terms and conditions of these AI Functionality Terms apply in addition to, and not in lieu of, the terms and conditions set out in the Agreement and shall apply when the Customer uses Services that include AI Functionality.

“AI Functionality” means any and all generative AI,  large language models (LLMs) or other machine learning or artificial intelligence services, features or functions made available as part of the Services. 

In the event of any conflict between these AI Functionality Terms and the Agreement, the terms and conditions of these AI Functionality Terms shall prevail, provided further in the event any AI Functionality is provided to Customer as a Beta Service, the Beta Service provisions of the Agreement shall control where there is a conflict between the Agreement and these  AI Functionality Terms.  Capitalized terms in these AI Functionality Terms that are not otherwise defined in these AI Functionality Terms have the meanings given in the Agreement. 

Workstream reserves the right to periodically amend these AI Functionality Terms and such amendments will automatically become effective upon notice to the Customer, which may include email notice or the posting of such updated AI Functionality Terms at workstream.us/aiterms.

1. OWNERSHIP AND USE OF AI INPUTS AND OUTPUTS.

A. Ownership. Subject to the provisions of these AI Functionality Terms, including Section 3, and Section 5 of the Agreement, Customer acknowledges that all Customer Data submitted through use of the AI Functionality by or on behalf of Customer or its Users (“AI Inputs”) and all content or other results generated by or on behalf of the Customer from the AI Inputs through use of the AI Functionality (“AI Outputs”) shall be Customer Data. Workstream and its subprocessors shall retain ownership of the AI Functionality and shall retain all ownership in and to proprietary information used in the AI Functionality that may include aggregated and anonymized data, machine learning algorithms or other related intellectual property.

B. Third Party Features. AI Functionality may include features which are powered by AI models operated by a third party, in which case Customer permits the relevant third party provider of such AI Functionality to use the AI Inputs and AI Outputs or other Customer Data submitted to the AI Functionality as necessary to provide and maintain the AI Functionality, comply with applicable laws, and enforce its policies.

C. Training on Inputs and Outputs. Workstream may not use AI Inputs or AI Outputs to train or otherwise improve AI Functionality, except solely for the benefit of Customer. Provided, Workstream may also use AI Inputs and AI Outputs to train or otherwise improve the AI Functionality or for any other lawful purpose, but only if such AI Inputs and AI Outputs have been de-identified so that they do not identify Customer or its Users. For these purposes (and without limiting Customer’s other obligations with respect to Customer Data generally), such data is provided by Customer to Workstream strictly "AS IS".

2. RESPONSIBILITY FOR AI INPUTS AND OUTPUTS.

A. AI Outputs Results. AI Outputs are generated through machine learning processes and are not tested, verified, endorsed or guaranteed to be accurate, complete or current by Workstream. Customer acknowledges that all results depend on the quality of the source content, and results may be inaccurate, incomplete or unexpected to the provided source content, or may contain biases. Outputs Customer should independently review and verify all Outputs as to appropriateness for any or all Customer use cases or applications.

B. Accuracy of AI Inputs and AI Outputs. Customer is solely responsible for (i) the accuracy and quality of any AI Inputs; (ii) verifying and validating the accuracy of any AI Outputs, and (iii) any decision, action or omitted action based on any AI Outputs.

C. Customer Acknowledgement. Customer acknowledges and agrees that the AI Functionality may produce outputs that could inadvertently infringe upon third party intellectual property rights. Customer is solely responsible for ensuring that their use of the AI Outputs complies with all applicable intellectual property laws and regulations.

3. THIRD PARTY AI OUTPUTS. 

Customer acknowledges that third parties may submit information or materials that generate results that are identical or similar to the AI Outputs independently provided by Workstream to others (“Third Party AI Outputs”). Customer has no right, title or interest in or to any Third Party AI Outputs.

4. RETRIEVAL OF AI INPUTS AND AI OUTPUTS. 

Any obligations on Workstream in the Agreement to make Customer Data available for retrieval, assist with retrieval and destroy Customer Data will only apply to the AI Inputs and AI Outputs where they are retained by Workstream.

5. LIABILITY. 

To the maximum extent permitted by law and notwithstanding anything to contrary in the Agreement, Workstream does not provide any representation, warranty, indemnification or other commitment of any kind regarding any AI Functionality (including, without limitation, in relation to the accuracy, reliability or completeness of the AI Outputs) and shall have no liability for any loss or damage caused by use of or reliance on any AI Outputs. The warranty disclaimers and limitations of liability in the Agreement for the Service apply to the AI Functionality.

6. SUSPENSION.

A. Certain Termination of Access. Workstream may, without liability, suspend or terminate access to the AI Functionality immediately upon notice to Customer in the event that any third party provider of the AI Functionality suspends, terminates or ceases to provide access to the relevant AI Functionality.

B. Proration of Prepaid Fees and Refunds. If the Customer has paid fees in relation to any AI Functionality that is suspended or terminated under paragraph 6(a) above, then: (i) in the case of termination, Workstream will refund the pro-rata share of any prepaid fees for the affected AI Functionality that relate to the period following termination; and (ii) in the case of suspension, fees for the affected AI Functionality shall be suspended during any such period of suspension and Workstream will refund the pro-rata share of any prepaid fees for the affected AI Functionality that relate to the period of suspension. Customer will not be entitled to a refund of prepaid fees where any such suspension or termination arises from breach of the Agreement by Customer.

7. Prohibited Use of AI Functionality

The following restrictions are deemed part of the Agreement  under Section 3.2 (General Restrictions) of the Agreement. Without limiting any restrictions on use of the Services in the Agreement, Customer will not and will not permit anyone else to:

  • use the AI Functionality or any AI Output to infringe any third-party rights;
  • use the AI Functionality or any AI Output to develop, train or improve any AI or LLM  (separate from authorized use of the Service under this Agreement);
  • represent any AI Output as being approved or reviewed by Workstream;
  • represent any AI Output as being an original work or a wholly human-generated work,
  • use the AI Functionality for automated decision-making that has legal or similarly significant effects on individuals, unless it does so with adequate human review and in compliance with laws; 
  • use the AI Features for purposes or with effects that are discriminatory, harassing, disparaging, harmful or otherwise unlawful;
  • to generate or disseminate personal identifiable information that can be used to harm an individual;
  • for any use intended to or which has the effect of discriminating against or harming individuals or groups based on online or offline social behavior or known or predicted personal or personality characteristics;
  • to exploit any of the vulnerabilities of a specific group of persons based on their age, social, physical or mental characteristics, in order to materially distort the behavior of a person pertaining to that group in a manner that causes or is likely to cause that person or another person physical or psychological harm;
  • for any use intended to or which has the effect of discriminating against individuals or groups based on legally protected characteristics or categories;
  • to upload any materials that infringe any intellectual property or other proprietary rights of any party or that you do not have a right to upload under any law or under any contractual or fiduciary relationship;
  • to intentionally create outputs which infringes any intellectual property or other proprietary rights of any party; and
  • to form the sole basis of any financial or other business decision, action or omitted action.

8. Compliance with law

Customer shall ensure that its use of the AI Functionality is in compliance with all applicable national, federal, state, local or international law or regulation.

9. Third-party vendor terms

Customer shall ensure that it uses the AI Functionality in compliance with (and shall not breach any of the usage rights, limitations and restrictions set out in) the following third-party vendor terms and conditions which may be updated by such vendor from time to time:

Microsoft: https://www.microsoft.com/licensing/terms/productoffering/MicrosoftAzure/MCA which may be updated by Microsoft from time to time.

© 2025 Workstream. All rights reserved.