These General Terms (“AI Terms”) apply to the use of Companion, the AI Chat Agent as part of Octovision, within the Services and form part of the Agreement between AMDT and the Customer, including the General Terms and Conditions (T&Cs) previously agreed between the parties in connection with the data management solution. In the event of any conflict or inconsistency between these AI Terms and the T&Cs, these AI Terms shall prevail with respect to Companion.
By clicking “I agree”, the Customer agrees to be bound by these Terms. If the Customer does not agree to these terms, the AI Chat Agent must not be used.
1.1 In this Agreement, except to the extent expressly provided otherwise:
“AI Chat Agent” (also referred to by its name, Companion), means the optional conversational functionality integrated within Octovision that enables authorized users to query system data and receive automatically generated responses using a Large Language Model.
“AI Infrastructure” means the Large Language Model, associated processing components and related systems operated within AMDT’s controlled cloud environment for the purpose of providing the AI Chat Agent.
“AI Interaction Data” means technical logs, usage metrics and diagnostic information generated in connection with the use of the AI Chat Agent, excluding Customer Data.
“AI Output” means any text, response, summary, recommendation or other content generated by the AI Chat Agent.
“Large Language Model” or “LLM” means a machine learning model operated within AMDT’s controlled cloud environment and used to generate natural language responses for the AI Chat Agent.
All other capitalized terms shall have the meaning given to them in the Agreement.
2.1 Companion, the AI Chat Agent, is provided as an optional feature within Octovision and enables authorised users to access and query data available within Octoplant and Octovision through a conversational interface
2.2 The AI Chat Agent is an informational assistance tool only and does not replace professional, operational, engineering, cybersecurity or compliance judgment.
2.3 The AI Chat Agent does not autonomously execute commands, modify configurations, restore backups, or perform operational actions
2.4 For the avoidance of doubt, any service level commitments relating to Platform or Hosted Services availability under the Agreement shall not apply to the AI Chat Agent, which depends on AMDT’s AI Infrastructure and system connectivity.
2.5 AMDT maintains internal governance, quality assurance and risk management measures appropriate to the nature and limited-risk classification of the AI Chat Agent in accordance with applicable AI regulations.
3.1 The AI Chat Agent is provided as an optional feature of the Services and shall be available to the Customer during the term of the Agreement, unless suspended or discontinued in accordance with this Annex or the Agreement.
3.2 The AI Chat Agent requires appropriate network connectivity to AMDT’s AI Infrastructure. The AI Chat Agent may not function in environments where external or cloud connectivity is restricted, unavailable or disabled.
3.3 The availability and functionality of the AI Chat Agent depend on AMDT’s AI Infrastructure and system connectivity. AMDT does not guarantee uninterrupted or continuous availability of the AI Chat Agent.
3.4 AMDT may, from time to time and at its discretion, update, modify, enhance, replace or improve the AI Infrastructure or the AI Chat Agent, provided that such changes do not materially reduce the overall functionality of the Services.
3.5 The AI Chat Agent may not function in environments without internet connectivity or in configurations where external communication is restricted. The Customer is responsible for ensuring that its infrastructure permits appropriate connectivity where use of the AI Chat Agent is desired
3.6 AMDT may update or replace the underlying Large Language Model, provided that such changes do not materially increase the regulatory risk profile or intended use of the AI Chat Agent.
4.1 Customer Data processed by the AI Chat Agent is handled within AMDT’s controlled cloud environment and is not transmitted to any external AI provider for the purpose of generating AI Output. Personal data processed by the AI Chat Agent shall be stored and processed exclusively within data centres located in the European Union. Any transfer of personal data to a third country shall only occur where appropriate safeguards under Art. 46 GDPR (such as EU Standard Contractual Clauses or an accompanying Transfer Impact Assessment) are in place.
4.2 AI interactions, including user prompts and AI-generated responses, may be stored as part of conversation history. Such storage may be used for purposes including security monitoring, troubleshooting, auditability, compliance and service improvement and shall be retained only for as long as reasonably necessary to achieve these purposes, unless a longer retention period is required by applicable law. Stored conversation history shall not be used for training or fine-tuning machine learning models.
4.3 The Customer retains all right, title and interest in and to Customer Data
4.4 The Customer shall be solely responsible for the legality, reliability, integrity, accuracy and quality of any data submitted to the AI Chat Agent
4.5 The Customer shall not submit to the AI Chat Agent:
(a) sensitive personal data;
(b) credentials, passwords or authentication secrets;
(c) export-controlled, classified or regulated information;
(d) data that the Customer is not legally permitted to transmit outside its environment
4.6 The Customer shall ensure that use of the AI Chat Agent complies with applicable Data Protection Laws and internal data governance policies
4.7 Role Allocation under GDPR
(a) For the purposes of the GDPR, AMDT acts as a Data Processor within the meaning of Art. 28 GDPR when processing Customer Data via the AI Chat Agent on behalf of the Customer, unless expressly stated otherwise in the Agreement. The existing Data Processing Agreement (“DPA”) between the parties is hereby extended to include the processing operations related to the AI Chat Agent and forms an integral part of this Annex.
(b) The Customer remains the Data Controller and is responsible for determining the purposes and means of processing of Customer Data submitted to the AI Chat Agent.
5.1 The AI Chat Agent is not intended for the processing of Personal Data and shall not be used for such purposes as part of the Customer’s regular processing activities.
5.2 The Customer shall avoid submitting Personal Data when using the AI Chat Agent. If Personal Data is inadvertently transmitted, the parties shall cooperate in good faith to delete or return such data where reasonably practicable
5.3 AMDT shall implement and maintain the technical and organisational measures (“TOMs”) set out in the TOM Annex. These measures include, at minimum, access controls, encryption, logging, monitoring, role‑based permissions, and protections against unauthorized access. AMDT shall update the TOMs as necessary to ensure an appropriate level of security. In the event AMDT becomes aware of a personal data breach affecting data processed through the AI Chat Agent, AMDT shall notify the Customer without undue delay and in any case within 24 hours. AMDT shall assist the Customer in fulfilling any legal notification obligations under Art. 33 and Art. 34 GDPR.
5.4 AMDT shall act as data controller only in respect of Business Contact Information, in accordance with the Privacy Policy
5.5 Where Personal Data is inadvertently processed via the AI Chat Agent, AMDT shall, as data processor, reasonably assist the Customer in fulfilling its obligations to respond to requests for the exercise of data subject rights under Articles 12–23 GDPR, in accordance with the applicable data processing agreement.
AMDT shall support the Customer in complying with requests from data subjects (including access, deletion, rectification, and restriction requests) to the extent that such requests relate to personal data processed via the AI Chat Agent and to the extent technically possible. AMDT shall maintain processes enabling identification, retrieval, and deletion of AI Interaction Data where applicable.
Upon request, AMDT shall provide the Customer with all information necessary for the Customer to conduct a Data Protection Impact Assessment (DPIA) related to the use of the AI Chat Agent, including details on system functionality, risks, safeguards, and relevant security controls.
6.1 The Customer shall ensure that the AI Chat Agent is used solely for its intended purpose, namely to query and obtain information relating to data available within the Services.
6.2 The Customer shall not, and shall ensure that its authorised users do not:
(a) Submit to the AI Chat Agent any data that the Customer is not legally permitted to process or transmit, including sensitive personal data, confidential third-party information, credentials, passwords or authentication secrets;
(b) use the AI Chat Agent in a manner that violates applicable laws, regulations, or internal compliance obligations;
(c) rely on the AI Chat Agent as the sole basis for production, operational, safety-critical, cybersecurity or regulatory decisions without independent verification;
(d) attempt to extract, infer, reconstruct or reverse engineer the underlying Large Language Model, system prompts, or proprietary logic of the AI Chat Agent;
(e) use the AI Chat Agent to generate content for purposes unrelated to the Services;
(f) use the AI Chat Agent in a manner that could compromise the security, integrity or availability of the Services.
6.3 The Customer shall be responsible for all use of the AI Chat Agent by its authorised users and for ensuring that such users comply with this Agreement.
6.4 AMDT reserves the right to suspend or restrict access to the AI Chat Agent where it reasonably determines that use of the AI Chat Agent violates this Section 6 or poses a security or compliance risk.
7.1 The Customer acknowledges that AI Output is generated automatically by a Large Language Model and may be incomplete, inaccurate, outdated or misleading.
7.2 AMDT does not warrant that AI Output is error-free, reliable, or fit for any particular purpose.
7.3 The Customer shall independently verify any AI Output before relying upon it for operational, technical, security or compliance-related decisions.
7.4 The AI Chat Agent shall not be relied upon for:
(a) Production or manufacturing decisions;
(b) backup restoration decisions;
(c) vulnerability remediation decisions;
(d) safety-critical operations; or
(e) regulatory compliance determinations
7.5 The Customer acknowledges that the AI Chat Agent depends on AMDT’s AI Infrastructure and system connectivity and may not be uninterrupted or error-free.
7.6 AMDT may update, modify or replace the underlying Large Language Model from time to time.
7.7 The Customer acknowledges that authorized users are interacting with an artificial intelligence system within the meaning of the European Union Artificial Intelligence Act, and that the AI Output is generated automatically.
8.1 AMDT warrants that:
(a) it has the legal right and authority to provide the AI Chat Agent;
(b) it shall comply with applicable legal and regulatory requirements;
(c) the AI Chat Agent shall perform substantially in accordance with the applicable Documentation.
8.2 Except as expressly set out in this Annex, no warranties are given in relation to the AI Chat Agent or AI Output
9.1 The Customer shall indemnify and hold harmless AMDT against claims arising out of:
(a) unlawful or unauthorised data submitted by the Customer;
(b) misuse of the AI Chat Agent;
(c) reliance on AI Output without independent verification;
(d) violation of applicable laws or third-party rights by the Customer
10.1 Nothing in this Annex limits liability for intent, gross negligence, injury to life, body or health, or liability under the Product Liability Act
10.2 Subject to Clause 10.1, AMDT’s total liability arising out of or in connection with the AI Chat Agent shall not exceed the total Charges paid by the Customer under the Agreement in the twelve (12) months preceding the event giving rise to the claim
10.3 AMDT shall not be liable for:
(a) loss of production, loss of profits, loss of revenue, loss of contracts or business interruption;
(b) indirect or consequential damages;
(c) decisions made in reliance on AI Output;
(d) errors, inaccuracies or omissions in AI Output;
(e) failures, interruptions or malfunctions of the AI Infrastructure or other technical dependencies outside AMDT’s reasonable control.;
(f) connectivity failures or internet disruptions.
10.4 Nothing in this Agreement limits the Customer’s liability for infringement of AMDT’s Intellectual Property Rights
11.1 Nothing in this Agreement shall operate to assign or transfer any Intellectual Property Rights from AMDT to the Customer
11.2 The Customer acknowledges and agrees that AMDT and/or its licensors own all Intellectual Property Rights in the Services and the Documentation, and any modifications, enhancements or alterations thereof. Except as expressly stated herein, this Agreement does not grant the Customer any rights to the Intellectual Property Rights in the Services or the Documentation
11.3 If AMDT reasonably determines, or any third party alleges, that the use of the Services by the Customer in accordance with this Agreement infringes any person's Intellectual Property Rights, AMDT may at its own cost and expense:
(a) replace or modify the Services in such a way that they no longer infringe the relevant Intellectual Property Rights; or
(b) procure for the Customer the right to use the Services in accordance with this Agreement.
11. 4 If such remedies are not reasonably available, AMDT may terminate this Agreement on five (5) Working Days' notice to the Customer subject to repayment of any Charges paid by the Customer to AMDT in respect of Services that were to be provided after the termination of this Agreement, but without any additional liability or obligation to pay damages or other additional costs to the Customer.
11.5 In no event shall AMDT, its employees, agents and sub-contractors be liable to the Customer to the extent that any alleged Intellectual Property Rights infringement is based on:
(a) a modification of the Services or Documentation by anyone other than AMDT; or
(b) the Customer's use of the Services or Documentation in a manner contrary to the instructions given to the Customer by AMDT; or
(c) the Customer's use of the Services or Documentation after notice of the alleged or actual infringement from AMDT or any appropriate authority.
12.1 Each party must:
keep Confidential Information strictly confidential;
not disclose Confidential Information to any person without the disclosing party’s prior written consent; and
not obtain Confidential Information contained in any products or items, in particular in the Services, the Platform, the Hosted Services or any Documentation through observation, study, disassembly or testing (reverse engineering);
use the same degree of care to protect the confidentiality of the Confidential Information as the receiving party uses to protect its own Confidential Information.
12.2 Notwithstanding Clause 12.1, the receiving party may disclose Confidential Information to its officers, employees, professional advisers, insurers, agents, and subcontractors who have a need to access the Confidential Information for the performance of this Agreement and who are bound by a written agreement or professional obligation to protect the confidentiality of the Confidential Information
12.3 This Clause 12 imposes no obligations upon the receiving party with respect to Confidential Information that:
is known to the receiving party before disclosure under this Agreement and is not subject to any other obligation of confidentiality;
is or becomes publicly known through no act or default of the receiving party; or
is obtained by the receiving party from a third party in circumstances where the receiving party has no reason to believe that there has been a breach of an obligation of confidentiality
12.4 The restrictions in this Clause 12 do not apply to the extent that any Confidential Information is required to be disclosed by any law or regulation, by any judicial or governmental order or request, or pursuant to disclosure requirements relating to the listing of the stock of a party on any recognised stock exchange, provided the receiving party notifies the disclosing party promptly so that the disclosing party may seek a protective order or other appropriate remedy or waive compliance with the provisions of this Agreement.
12.5 The provisions of this Clause 12 shall continue in force following the termination of this Agreement.
13.1 AMDT shall provide support for the AI Chat Agent as part of the general support and maintenance services applicable to the Services, using reasonable skill and care.
13.2 The provision of support for the AI Chat Agent is conditional upon the Customer complying with the Agreement, applicable Documentation, and reasonable instructions provided by AMDT.
13.3 Support and maintenance services for the AI Chat Agent do not include:
(a) modifications or enhancements beyond those generally made available by AMDT;
(b) issues arising from misuse, unauthorized modification, improper operation, or use contrary to the Documentation
(c) issues caused by factors outside AMDT’s reasonable control, including Force Majeure Events, internet failures, telecommunications failures, failures of the Customer’s systems or networks, or failures of underlying AI Infrastructure
(d) correction of inaccuracies, incompleteness or variations in AI Output that are inherent to the probabilistic nature of Large Language Models
13.5 For the avoidance of doubt, any service level commitments relating to the availability of the Platform or Hosted Services under the Agreement or any Service Level Agreement shall not apply to the AI Chat Agent.
13.6 AMDT may, from time to time and at its discretion, update, modify, enhance, or replace the AI Chat Agent, provided that such changes do not materially reduce the overall functionality of the Services.