Master Terms of Service

By accepting an Order Form, clicking "I agree" or similar, or accessing or using the Thynker Offerings, you agree to these Terms. If you are accepting on behalf of an entity, you represent that you have authority to bind that entity, in which case "you" refers to that entity.

You must be at least 18 years old and capable of forming a binding contract. You may not use the Thynker Offerings if you are barred from doing so under any applicable law.

You must provide accurate account information and keep it current. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account. You agree to:

• —Use the Thynker Offerings only for lawful purposes and in accordance with these Terms and any documentation we provide.
• —Not reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or underlying ideas of the Software, except to the extent expressly permitted by applicable law.
• —Not interfere with or disrupt the integrity, performance, or security of the Thynker Offerings or any data contained therein.
• —Not attempt to gain unauthorised access to the Thynker Offerings, related systems, or networks.
• —Not use the Thynker Offerings to send unsolicited communications, distribute malware, or violate any person's privacy or intellectual property rights.
• —Not use the Thynker Offerings to build a competing product or to benchmark them publicly without our written consent.

You retain all rights, title, and interest in and to the data, content, materials, and information you submit to or through the Thynker Offerings ("Customer Content"). You grant us a worldwide, non-exclusive, royalty-free licence to host, copy, transmit, display, process, and use Customer Content as necessary to provide and improve the Thynker Offerings and as otherwise described in these Terms.

Where we process personal data on your behalf, the Data Processing Addendum (DPA) we publish is incorporated into these Terms. The DPA sets out the parties' controller/processor roles, our subprocessors, international transfers, security measures, and our assistance with your data-protection obligations.

Thynker software products may generate drafts, classifications, summaries, suggested replies, routing decisions, or other outputs using AI and machine-learning models (collectively, "AI Outputs"). AI Outputs are provided for your review and use at your discretion. You are responsible for evaluating AI Outputs before relying on them or sending them to third parties.

AI Outputs may be inaccurate, incomplete, or inappropriate. We do not warrant that AI Outputs are correct, unique, or fit for any particular purpose, and you should not treat them as professional advice. You must not use AI Outputs to make automated decisions about individuals that have legal or similarly significant effects unless you have implemented appropriate human review and safeguards as required by applicable law.

As described in our Privacy Policy, we do not use Customer Content to train third-party foundation models, and we configure our AI providers to opt out of training use where that control is available.

As between you and Thynker, we retain all rights, title, and interest in and to the Thynker Offerings, including the Software, models, prompts, templates, documentation, and any improvements, derivatives, or feedback you provide. You receive a limited, non-exclusive, non-transferable, revocable licence to use the Thynker Offerings during the applicable subscription term in accordance with these Terms and your Order Form.

We may use any feedback, suggestions, or ideas you provide regarding the Thynker Offerings for any purpose, including improving our products, without obligation to you.

The Thynker name, logos, and product names are our trademarks. You may not use them without our prior written permission.

You agree to pay all fees specified in your Order Form. Unless the Order Form states otherwise, fees are denominated in US Dollars, are non-refundable except where required by law, and are payable within 30 days of invoice. Overdue amounts may accrue interest at the rate permitted by applicable law.

Subscription fees may be increased at renewal on no less than 30 days' written notice. Usage-based fees are charged in arrears based on our measurements unless otherwise stated.

We may suspend or terminate your access to the Thynker Offerings if (a) you materially breach these Terms or an Order Form and fail to cure within 10 days of written notice where curable; (b) you fail to pay undisputed fees when due; (c) we reasonably believe your use poses a security, legal, or operational risk; or (d) we are required to do so by law.

You may terminate an Order Form for material breach on 30 days' written notice if we fail to cure the breach within that period. Upon termination, your right to use the Thynker Offerings ends. Sections that by their nature should survive termination will survive, including provisions on fees, intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and dispute resolution.

Each party may receive confidential information from the other. The receiving party will use the disclosing party's confidential information only to perform under these Terms, will protect it with at least the same degree of care it uses for its own confidential information of similar importance (and no less than a reasonable degree of care), and will not disclose it to third parties except to employees, agents, and processors who have a need to know and are bound by confidentiality obligations no less protective than those in this section.

Each party represents that it has the authority to enter into these Terms and will comply with laws applicable to its performance.

Except as expressly stated in these Terms or an Order Form, the Thynker Offerings are provided "as is" and "as available". To the maximum extent permitted by law, we disclaim all other warranties, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, non-infringement, and quiet enjoyment. We do not warrant that the Thynker Offerings will be uninterrupted, error-free, or that all defects will be corrected.

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenues, customers, opportunities, goodwill, or data, even if advised of the possibility of such damages.

Each party's total aggregate liability arising out of or relating to the Thynker Offerings will not exceed the amounts paid or payable by you to us under the applicable Order Form during the 12 months preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law (such as liability for fraud, death, or personal injury caused by negligence).

You will defend, indemnify, and hold us and our affiliates, officers, and personnel harmless from any third-party claim arising out of (a) your use of the Thynker Offerings in violation of these Terms; (b) your Customer Content; or (c) your violation of any applicable law or third-party right.

We will defend you against any third-party claim that the Software, as provided by us and used in accordance with these Terms, infringes the third party's intellectual-property rights, and we will pay damages finally awarded against you (or our settlement amounts). If we reasonably believe the Software may infringe, we may modify it, obtain a licence, or terminate your access with a pro-rated refund of prepaid fees.

The Thynker Offerings may interoperate with third-party services (such as AI providers, email or messaging providers, payment processors, CRM platforms, or authentication providers) that you choose to enable. We do not control and are not responsible for those services, and our obligations do not extend to them. Your use of third-party services is governed by their own terms.

You agree to comply with all applicable export-control, sanctions, and anti-corruption laws. You represent that you are not located in, or a resident or national of, any country or region subject to comprehensive sanctions, and that you are not on any restricted-party list.

Neither party will be liable for any delay or failure to perform (other than payment obligations) caused by events beyond reasonable control, including internet or telecommunications failures, cyberattacks, utility outages, labour disputes, government actions, pandemics, war, or natural disasters.

These Terms are governed by the laws of the Dubai International Financial Centre (DIFC), without regard to conflict-of-laws principles. Any dispute arising out of or relating to these Terms will be referred to and finally resolved by arbitration under the DIFC-LCIA Arbitration Rules in Dubai in the English language by a single arbitrator. Nothing prevents either party from seeking interim or injunctive relief from a court of competent jurisdiction to protect its intellectual-property or confidential information.

Notwithstanding the above, if you are a consumer in a jurisdiction that gives you the right to bring proceedings in your local courts, nothing in this section limits those rights.

We may update these Terms from time to time. Material changes will be notified in advance (for example by email or through the Services). The updated Terms apply on the effective date stated in the notice. Your continued use of the Thynker Offerings after the effective date constitutes acceptance of the updated Terms.

• —Entire agreement — these Terms, together with any Order Form, DPA, and Privacy Policy, are the entire agreement between the parties regarding the Thynker Offerings and supersede prior agreements on the same subject matter.
• —Assignment — you may not assign these Terms without our written consent. We may assign these Terms to an affiliate or in connection with a corporate transaction.
• —No waiver — failure to enforce any provision is not a waiver of that provision.
• —Severability — if any provision is held unenforceable, the remaining provisions remain in full force and effect.
• —Notices — notices to us must be sent to the legal contact below. We may give you notice by email to your account contact or by posting within the Services.
• —Independent contractors — the parties are independent contractors. Nothing creates a partnership, joint venture, agency, or employment relationship.

Questions about these Terms, or to give us legal notice, please contact:

Contact us at [email protected].

CMA Technology Consultants FZCO, Unit No: UT-12-CO-349, DMCC Business Centre, Level No 12, Uptown Tower, Dubai, United Arab Emirates.