Terms of Service

1. Scope

These Terms and Conditions (“Terms”) govern the access to and use of the software-as-a-service platform BlackIQ Studio, provided by BlackIQ KLG under studio.blackiq.ai and related services, applications, interfaces, features and documentation (collectively, the “Service”).

The Service is provided by BlackIQ KLG (“BlackIQ”, “we”, “us” or “our”).

Any individual or legal entity using the Service is referred to as “User”, “Customer” or “you”.

These Terms apply to consumers and business users, unless a provision expressly applies only to one category.

By creating an account, subscribing to a plan, accessing or using the Service, you agree to these Terms.

2. Service Description

BlackIQ provides an AI-based software platform that enables Users to interact with large language models and related artificial intelligence systems through a hosted online interface.

The Service may include, depending on the selected plan, access to AI chat functionality, user account features, chat history, chat export functionality, model routing, hosted AI model access, integrations, future API access, and other related software features.

BlackIQ currently provides access to AI functionality including Google Gemini. Additional LLMs, hosted models, private model environments or customer-selected models may be made available in the future, including under an Ultimate plan.

Unless expressly agreed otherwise, BlackIQ does not guarantee access to any specific AI model, model version, provider, configuration, feature or output quality. Models, providers and features may be modified, replaced, limited or discontinued where this is necessary for technical, legal, security, commercial or operational reasons.

3. Third-Party AI Models and Infrastructure

The Service may rely on third-party AI models, infrastructure providers and cloud or compute providers. Such providers may include, depending on the Service configuration, Google Gemini and other future AI model or infrastructure providers.

The availability, performance, latency, behaviour and output quality of third-party AI models are outside BlackIQ’s full control. BlackIQ’s obligations regarding third-party AI models are limited to providing access to such functionality as part of the Service, subject to the availability and proper operation of the relevant third-party provider.

BlackIQ is not responsible for outages, changes, limitations, safety filters, refusal behaviour, model degradation, API changes, pricing changes or discontinuation of third-party models or infrastructure, unless BlackIQ is directly responsible for such issue.

4. Changes to the Service

BlackIQ may improve, modify, restrict, replace or discontinue parts of the Service where reasonably necessary. This may include changes to models, features, integrations, plans, technical infrastructure, security settings, interface design or usage limits.

BlackIQ will not materially reduce core paid functionality without reasonable cause. However, Users acknowledge that AI services are technically dynamic and may evolve over time.

Changes that are purely technical, security-related, legally required, beneficial to Users, or necessary to maintain the operation of the Service may be implemented without prior notice.

5. Account Registration

To use the Service, Users must create an account and provide accurate and complete information.

Users are responsible for maintaining the confidentiality of their login credentials and for all activity occurring under their account.

Users must notify BlackIQ immediately if they suspect unauthorized access to their account or misuse of their credentials.

Accounts may not be created using bots, automated methods or false identities. Unless expressly permitted by the selected plan, each account may only be used by the individual or organization for whom it was created.

6. Plans, Subscriptions and Paid Services

BlackIQ may offer different subscription plans, including but not limited to Starter, Pro and Ultimate.

Plans may be offered on a monthly or annual basis. The features, usage limits, prices and included functionality of each plan are displayed during the checkout process or on the relevant pricing page.

The Ultimate plan may include access to additional model configurations, hosted model environments or enterprise features if and when made available. Where such features require individual configuration, additional terms may apply.

BlackIQ may also offer beta features, trials, promotional access or free functionality. Such offerings may be modified, limited or discontinued at any time.

7. Contract Formation

Descriptions of the Service, pricing pages and checkout pages do not constitute a legally binding offer by BlackIQ, but an invitation to place an order.

By completing the checkout process, clicking the final order button or otherwise confirming a subscription, the User submits a binding offer to enter into a contract.

The contract is concluded when BlackIQ accepts the order, makes the Service available, sends a confirmation, or receives successful payment confirmation through the payment provider.

BlackIQ may refuse or cancel orders where there is reasonable suspicion of abuse, fraud, violation of these Terms, sanctions restrictions, incorrect information or technical error.

8. Prices and Payment

Prices are shown during checkout. Depending on the Customer type and applicable law, prices may be displayed including or excluding applicable taxes.

Payments are processed through third-party payment providers, currently Stripe. BlackIQ does not store complete credit card numbers or full payment credentials.

By subscribing to a paid plan, the User authorizes recurring billing for the selected subscription period until the subscription is cancelled or terminated in accordance with these Terms.

If payment fails, is reversed or is declined, BlackIQ may suspend or restrict access to the Service until payment is successfully completed. BlackIQ may also terminate the relevant subscription if payment remains outstanding.

9. Subscription Term, Renewal and Cancellation

Subscriptions run for the selected billing period, either monthly or annually.

Unless cancelled before the end of the current billing period, subscriptions renew automatically for the same billing interval, subject to mandatory consumer protection rules.

Users may cancel their subscription before the end of the current billing period. Cancellation takes effect at the end of the then-current paid period. No partial refunds are granted for unused periods unless mandatory law requires otherwise.

For consumers, automatic renewals apply only to the extent permitted by mandatory consumer law.

Cancellation must be completed before the end of the current billing period to prevent renewal.

After cancellation, access to paid features remains available until the end of the current paid subscription period.

Account deletion and subscription cancellation are separate processes. Deleting or ceasing to use an account does not automatically cancel a paid subscription unless the cancellation process is completed.

10. Right of Withdrawal for Consumers

Consumers may have a statutory right of withdrawal under applicable law.

Where the User is a consumer in the European Union, the United Kingdom or another jurisdiction providing withdrawal rights for distance contracts, the User may have the right to withdraw from the contract within the applicable statutory period.

However, where legally permitted, the right of withdrawal expires once the User has expressly consented to the immediate performance of the digital service before expiry of the withdrawal period and has acknowledged that such consent results in the loss of the right of withdrawal.

By completing the checkout flow where such notice is provided, the User expressly agrees that BlackIQ may begin providing the Service immediately and acknowledges that the statutory withdrawal right may be lost once performance begins, to the extent permitted by applicable law.

Mandatory consumer rights remain unaffected.

11. Digital Services and Consumer Rights

Where mandatory consumer protection laws apply, consumers retain their statutory rights regarding digital content and digital services.

BlackIQ provides the Service in accordance with the description, functionality and specifications displayed at the time of purchase, subject to the technical nature of AI-based services and third-party model dependencies.

Nothing in these Terms excludes or limits mandatory consumer rights that cannot be excluded under applicable law.

12. Availability and No SLA

BlackIQ does not provide any guaranteed service level, uptime commitment or SLA unless expressly agreed in writing.

The Service is provided on a commercially reasonable efforts basis. Temporary interruptions, delays, reduced functionality or downtime may occur due to maintenance, updates, security measures, infrastructure issues, third-party provider failures, model provider limitations, force majeure events, network outages or other circumstances beyond BlackIQ’s reasonable control.

BlackIQ may perform maintenance, updates or security measures where necessary. Where reasonably practicable, BlackIQ may provide advance notice of planned maintenance, but is not required to do so in urgent or security-related cases.

13. AI Outputs

The Service may generate text, code, summaries, classifications, recommendations, translations, explanations or other outputs using artificial intelligence systems (“AI Outputs”).

AI Outputs are generated automatically and may be inaccurate, incomplete, misleading, outdated, biased, offensive, unlawful or otherwise unsuitable.

BlackIQ does not verify, endorse, guarantee or warrant the accuracy, completeness, reliability, legality, suitability or usefulness of AI Outputs.

AI Outputs do not constitute legal, financial, tax, investment, medical, compliance, business or other professional advice.

Users are solely responsible for reviewing, validating and verifying AI Outputs before relying on them or using them in any professional, commercial, legal, financial, medical, technical or operational context.

To the maximum extent permitted by law, BlackIQ assumes no responsibility for decisions, actions, omissions, losses or damages arising from or related to the use of or reliance on AI Outputs.

14. User Content

Users may enter, upload, submit, transmit, store or otherwise provide content through the Service (“User Content”).

Users remain responsible for their User Content and warrant that they have all necessary rights and permissions to provide such content and use it through the Service.

Users must not submit content that is unlawful, infringing, defamatory, discriminatory, abusive, harmful, fraudulent, misleading, confidential without authorization, or otherwise violates applicable law or third-party rights.

BlackIQ does not claim ownership of User Content.

The User grants BlackIQ a limited, non-exclusive, worldwide, royalty-free right to process User Content solely to the extent necessary to provide, operate and secure the Service, including transmitting User Content to AI model or infrastructure providers where required to generate responses.

BlackIQ does not use User Content to train its own AI models and does not sell or monetize User Content.

15. Chat History and Export

The Service may store chat history within the User account to enable continuity, access to previous conversations and related functionality.

Users may export chat data where export functionality is made available by BlackIQ. The export format may be specified within the Service and may include commonly used formats such as JSON, CSV, TXT or PDF, depending on technical availability.

BlackIQ may modify the scope, format and technical availability of export functionality for operational, security or product reasons.

Upon account termination or deletion, User Content may be deleted in accordance with the Privacy Policy and applicable retention obligations.

16. Acceptable Use

Users must use the Service only in accordance with these Terms and applicable law.

Users must not use the Service:

• to violate laws, regulations or third-party rights;
• to generate, distribute or facilitate illegal, harmful, abusive, fraudulent or deceptive content;
• to infringe intellectual property, privacy or confidentiality rights;
• to transmit malware, phishing content, spam or malicious code;
• to attempt to bypass security measures, rate limits or usage restrictions;
• to reverse engineer, decompile, scrape, overload or interfere with the Service;
• to extract system prompts, model behaviour, infrastructure details or protected technical information beyond permitted use;
• to build or improve competing services in violation of applicable rights;
• in a way that creates excessive load or disrupts service stability.

Users may not use the Service if they are subject to sanctions or located in a jurisdiction where provision of the Service would be prohibited by applicable law.

BlackIQ may suspend or restrict access where it reasonably believes that a User has violated this section.

17. Fair Use

Where plans include high or unlimited usage, such usage remains subject to fair use.

Fair use means use that is reasonable, non-abusive and consistent with ordinary use of the Service under the relevant plan.

BlackIQ may apply technical limits, rate limits, throttling or other protective measures where usage threatens system stability, creates excessive cost, disrupts availability for other users, indicates abuse, or materially exceeds reasonable use patterns.

“Unlimited” does not mean unrestricted, abusive, automated, resale-based or technically unlimited use.

18. Beta Features and Experimental Functionality

BlackIQ may provide beta, preview, experimental or early-access features.

Such features may be incomplete, unstable, unavailable, changed or discontinued at any time. They are provided for testing and evaluation and may be subject to additional limitations.

BlackIQ does not guarantee that beta features will become generally available or remain part of the Service.

19. API Use

BlackIQ may provide access to APIs or technical interfaces in the future.

API use may be subject to additional documentation, technical limits, authentication requirements, pricing, rate limits and separate terms.

Users must not misuse APIs, bypass restrictions, overload systems, share credentials, or use APIs in a way that compromises security, availability or compliance.

BlackIQ may suspend or restrict API access where necessary to protect the Service, other users, third-party providers or BlackIQ’s legitimate interests.

20. Customer Responsibilities

Users are responsible for their use of the Service, including all actions performed through their account.

Business customers are responsible for ensuring that their employees, contractors, team members and invited users comply with these Terms.

Customers are responsible for determining whether the Service is suitable for their intended use and for ensuring that their use complies with applicable laws, internal policies and regulatory obligations.

Where Customers process personal data through the Service, they are responsible for determining whether such processing is lawful and whether additional agreements, such as a Data Processing Agreement, are required.

21. Data Protection and DPA

Information about the processing of personal data is provided in BlackIQ’s Privacy Policy.

Where BlackIQ processes personal data on behalf of a business customer within the meaning of applicable data protection law, BlackIQ will provide a separate Data Processing Agreement (“DPA”).

The Customer is responsible for entering into the DPA where required by applicable law or internal compliance requirements.

BlackIQ’s Service is designed to minimize access to User Content. BlackIQ does not actively access or review user-generated chat content.

Where required under applicable data protection law, the Customer must enter into BlackIQ’s Data Processing Agreement before processing personal data through the Service.

22. Confidentiality

Each party must keep confidential all non-public information received from the other party in connection with the Service, including business, technical, pricing, security and product information.

Confidentiality obligations do not apply to information that is publicly available, already lawfully known, independently developed, received from a third party without confidentiality obligation, or required to be disclosed by law or competent authority.

23. Intellectual Property

All rights, title and interest in and to the Service, software, interface, design, documentation, trademarks, logos, systems, technology and related intellectual property remain with BlackIQ or its licensors.

Users receive only a limited right to access and use the Service during the applicable subscription term and in accordance with these Terms.

No rights are granted except as expressly stated in these Terms.

Users must not copy, modify, distribute, sublicense, resell, reverse engineer, decompile, attempt to extract source code from, or create derivative works based on the Service, except where mandatory law permits otherwise.

24. Third-Party Terms

Third-party AI models, infrastructure providers, authentication providers, payment providers and other external services may be subject to their own terms and policies.

Users acknowledge that the availability and use of certain features may depend on compliance with such third-party terms.

BlackIQ is not responsible for restrictions, suspensions, changes or limitations caused by a User’s violation of third-party terms.

25. Warranty Disclaimer

The Service is provided on an “as is” and “as available” basis, unless mandatory law provides otherwise.

BlackIQ does not warrant that the Service will be uninterrupted, error-free, secure, available at all times, compatible with all systems, or suitable for any particular purpose.

BlackIQ does not warrant that AI Outputs will be accurate, complete, reliable, lawful, non-infringing or suitable for the User’s intended purpose.

For business customers, all warranties not expressly provided in these Terms are excluded to the maximum extent permitted by law.

Mandatory statutory rights of consumers remain unaffected.

26. Liability

Nothing in these Terms limits or excludes liability where such limitation or exclusion is not permitted under applicable law, including liability for intent, gross negligence, death or personal injury, fraud, mandatory product liability, or mandatory data protection liability.

Subject to the foregoing, BlackIQ is liable only for direct damages caused by a breach of material contractual obligations, and only to the extent such damages were foreseeable and typical at the time of contract conclusion.

To the maximum extent permitted by law, BlackIQ is not liable for indirect damages, consequential damages, loss of profits, loss of revenue, loss of business, loss of goodwill, loss of data, business interruption, reputational harm, or damages arising from reliance on AI Outputs.

For business customers, BlackIQ’s total aggregate liability under or in connection with the Service is limited to the amount paid by the Customer to BlackIQ in the twelve months preceding the event giving rise to liability.

27. Indemnification

To the maximum extent permitted by law, the User agrees to indemnify and hold harmless BlackIQ from claims, damages, losses, liabilities, costs and expenses arising out of or related to:

• User Content;
• misuse of the Service;
• violation of these Terms;
• violation of applicable law;
• infringement of third-party rights;
• decisions or actions taken based on AI Outputs;
• unauthorized use of the User account.

This does not apply where the claim results from BlackIQ’s own culpable breach of these Terms or mandatory law.

28. Suspension and Termination by BlackIQ

BlackIQ may suspend, restrict or terminate access to the Service if:

• the User violates these Terms;
• payment fails or remains outstanding;
• use of the Service creates security, legal, technical or operational risk;
• use of the Service violates third-party provider terms;
• required by law, court order or authority;
• the User is subject to sanctions or located in a restricted jurisdiction;
• BlackIQ reasonably suspects fraud, abuse or unauthorized access.

Where reasonable and legally permissible, BlackIQ may notify the User before or after taking such measures.

Suspension or termination for reasons attributable to the User does not entitle the User to a refund.

29. Termination by User

Users may cancel their subscription in accordance with the cancellation functionality provided in the Service or by contacting BlackIQ.

Cancellation becomes effective at the end of the current paid subscription period.

Users may delete their account subject to technical feasibility, active subscriptions, legal retention obligations and payment obligations.

30. Consequences of Termination

Upon termination or expiry of the subscription, the User’s access to paid features ends.

BlackIQ may delete or restrict access to User Content after termination or account deletion in accordance with the Privacy Policy, technical retention periods and legal obligations.

Users are responsible for exporting any data they wish to retain before deleting their account or before the end of their subscription.

31. Changes to These Terms

BlackIQ may update these Terms from time to time, for example due to changes in the Service, legal requirements, business model, security needs or third-party provider requirements.

Material changes will be communicated in an appropriate manner before they take effect, where required by law.

If the User does not agree to material changes, the User may stop using the Service and cancel the subscription. Continued use after the effective date of changes constitutes acceptance of the updated Terms, unless mandatory law requires a different mechanism.

32. Assignment

BlackIQ may assign, transfer or subcontract rights and obligations under these Terms, provided that the legitimate interests of Users are reasonably taken into account.

Users may not assign or transfer their rights or obligations without BlackIQ’s prior written consent.

33. Force Majeure

BlackIQ is not liable for failure or delay in performance caused by events beyond its reasonable control, including natural disasters, war, civil unrest, cyberattacks, network failures, power outages, provider outages, strikes, legal restrictions, authority actions, or failures of third-party infrastructure or AI providers.

34. Governing Law

These Terms are governed by the laws of Switzerland, excluding conflict-of-law rules and the United Nations Convention on Contracts for the International Sale of Goods.

Where the User is a consumer, mandatory consumer protection laws of the country in which the consumer has their habitual residence remain unaffected.

35. Jurisdiction

For business customers, the exclusive place of jurisdiction is the competent court at the registered seat of BlackIQ KLG in Switzerland.

For consumers, mandatory statutory jurisdictions remain unaffected.

36. Dispute Resolution

Users may contact BlackIQ with complaints or disputes at:

contact@blackiq.ai

BlackIQ will attempt to resolve disputes amicably.

BlackIQ is not obliged and not willing to participate in dispute resolution proceedings before a consumer arbitration board, unless mandatory law requires otherwise.

37. Severability

If any provision of these Terms is invalid or unenforceable, the remaining provisions remain unaffected.

The invalid or unenforceable provision will be replaced by a valid provision that most closely reflects the economic and legal purpose of the original provision, to the extent permitted by law.

38. Contact

For questions regarding these Terms, Users may contact:

contact@blackiq.ai