Terms & Conditions

1. Definitions

Throughout these terms:

2. Who we are

ACTLAS is a product of Adopt Intelligence, Skopje, Republic of North Macedonia ("Adopt Intelligence", "we", "us", "our"). Notices, orders and questions: sales@adoptintelligence.com.

3. What ACTLAS is, and is not

ACTLAS is on-premises software that represents regulations - currently Regulation (EU) 2024/1689 (the AI Act) and Regulation (EU) 2016/679 (the GDPR) - as typed knowledge graphs, provides a reasoning agent that answers questions by traversing those graphs with citations, maps system specifications onto them to surface obligation coverage gaps, and, with the Evidence Module, records operational claims against specific duties.

ACTLAS is decision support. It is not legal advice, and it is not a certification, audit or conformity assessment. By design it does not conclude that any system, activity or organisation is "compliant" or "non-compliant". Its outputs are classifications, retrieved sources, mapped obligations, identified gaps and recorded claims. All regulatory decisions, filings, declarations and conclusions remain yours, taken on evidence you can point to and, where appropriate, with qualified legal advice. Nothing in ACTLAS creates a lawyer-client relationship, and we are not a law firm.

ACTLAS does not monitor your systems, does not detect incidents, and does not notify authorities or data subjects on your behalf.

4. Licence grant

Subject to payment of the fees and compliance with these terms, we grant the Licensed Entity a non-exclusive, non-transferable, non-sublicensable licence, for the Subscription Term, to install and use ACTLAS within the scope of the purchased tier:

Additional Deployments beyond those included are available at 50% of the applicable tier fee each. Air-gapped delivery, by signed offline Graph Bundles, is available on Business, Advisory and Enterprise at the then-current rate (currently €2,500 per year) and is included in Enterprise orders that specify it.

Named User accounts are managed locally within your Deployment on Solo, Business and Advisory. Single sign-on and directory integration are available on Enterprise.

5. How we count

To avoid any ambiguity:

6. Restrictions

You may not, and may not permit others to:

7. The knowledge graphs

The underlying legal texts are public documents of the European Union and remain so. What we license to you is our work on top of them: the structure, the typing of nodes and relations, the directionality and trust labelling of every edge, the actor, sector, citation-path and version metadata, the curation decisions, and the maintenance of all of it over time. That work is our intellectual property.

Where a framework is a copyrighted standard rather than public law - for example ISO/IEC 42001 - we model it structurally (clause identifiers, titles, relationships and our own summaries) and do not reproduce the standard's text. You are responsible for holding your own licensed copy of any such standard.

Trust labels ("verbatim", "curated", "heuristic", "mechanical") describe how a given element was derived. They are an honesty mechanism, not a warranty of legal correctness.

8. Updates and versioning

An active subscription includes all Graph Bundle updates for the licensed frameworks, supplied as signed, versioned artefacts with a change report describing what moved. New frameworks added to the core library during your Subscription Term are included in that term; list prices may rise as the library grows, and renewal is at the list price then in force, less any discount you hold.

Every analysis records the graph version it ran against, so past work can be read in the context of the text that applied at the time. We do not silently alter a published version.

If a subscription lapses, the software continues to run on the last Graph Bundle delivered. No further bundles are supplied, the interface indicates that the graph is unmaintained, and analyses produced from that point are stamped accordingly. We do not disable your Deployment or your records.

9. The Evidence Module

The Evidence Module is licensed as an add-on at 50% of the applicable base licence, and is included in Enterprise. It records agent sessions (model, provider, elapsed time and the legal nodes the reasoning consulted) and stores operational claims against specific duties.

10. Models and providers

ACTLAS is model-agnostic and does not include model capacity. You configure it to use either your own account with a Model Provider, or models you host locally. Consequently:

11. Limits of AI output

ACTLAS grounds answers in the knowledge graphs and cites the sources it used, which materially reduces but does not eliminate error. Language models can misread, over-generalise or produce plausible statements that the cited source does not support. Classification of a system under any regulation involves judgement, and reasonable experts disagree.

You agree that ACTLAS output is an input to human review, not a substitute for it, and that you will not rely on it as the sole basis for a regulatory decision. Where an output is marked uncertain, or flags that legal review is required, that flag is part of the result.

12. Your data

ACTLAS runs inside your environment. Your specifications, uploaded documents, analyses, project overlays, evidence records, session records and user accounts are stored on your infrastructure. We do not host them, access them, or process them, and we have no copy of them.

Where your Deployment retrieves Graph Bundles from us, the only information transmitted is that necessary for delivery. Licence validation is performed locally against a signed licence file and does not require network access, so an air-gapped Deployment functions normally. We do not collect telemetry on your usage, your queries or your documents.

Export. Your analyses, project overlays, evidence records and session records export to open formats (JSON or CSV) at any time, from your own Deployment, with or without an active subscription. Because your content never reaches us, there is nothing for us to return or withhold on exit.

During a support session we work by screen share driven by you. We do not take copies of your specifications, records, credentials or data, and we ask that any diagnostic material you send us is redacted by you first.

13. Data protection

Because ACTLAS is deployed and operated by you and we do not receive your content, we do not act as a processor of the personal data you handle in it. You are the controller of that data and remain responsible for its lawful processing, including any personal data contained in specifications you upload or claims you record.

We process a limited set of business-contact and account data about you (name, role, work email, order and support history) as a controller, for contract performance and support. Where we host a trial sandbox for you, we act as a processor for the demonstration data you place in it, on the terms of section 15.

Adopt Intelligence is established outside the EEA. Because we do not receive your operational data, no transfer of that data arises. For the limited business-contact data above, appropriate transfer safeguards apply where required.

14. Security responsibilities

ACTLAS runs on infrastructure you control, so its operational security is yours. That includes network placement and access control, transport security if you expose it beyond localhost, operating system and dependency patching, backup and restore of your data store, custody of Model Provider credentials, and lifecycle management of user accounts and roles.

Our responsibility is the integrity of what we ship: Graph Bundles are signed, and the application verifies signatures before installing them. Report any suspected vulnerability to sales@adoptintelligence.com and we will acknowledge within five business days.

15. Trial sandbox

Free trials run in a sandbox environment hosted by us, provided for evaluation only.

16. Fees and terms

17. Founding 30

The Founding 30 programme is limited to the first thirty licences sold. It comprises reduced first-year pricing, the Evidence Module free of charge for the first year, onboarding at twice the hours stated for the tier, and a continuing discount of 25% off the list price then in force.

18. Payment and tax

Card payments are processed by our payment provider acting as merchant of record; invoiced orders are payable by bank transfer within 30 days of invoice unless the order states otherwise. All fees are exclusive of VAT and other taxes. For business customers in the EU, VAT is accounted for under the reverse-charge mechanism where applicable; you are responsible for providing a valid VAT identification number.

Overdue amounts may attract interest at the statutory rate. We may suspend Graph Bundle delivery and support, after written notice and a 14-day cure period, while an undisputed invoice remains unpaid.

19. Onboarding and support

Every tier includes guided setup with the Adopt Intelligence team, delivered against our published prerequisites checklist. Where the environment does not meet the checklist at the scheduled time, the session still counts against the included hours. Included onboarding and annual support hours by tier are:

20. Tailored work and custom frameworks

Work beyond the licensed product is engaged separately under a statement of work, scoped and quoted per engagement. This is not a licence tier: it is optional work available to a licensee on any tier. It typically covers:

Unless the statement of work says otherwise, any graph, model or component we build remains our intellectual property and is licensed to you on these terms; configuration and content specific to your organisation remain yours. Where you fund a framework of general application, we may offer it to others and the quoted fee reflects that. Nothing in a tailored engagement changes section 3: the work remains decision support, not legal advice, and no specialist introduced through our network provides legal representation.

21. Third-party components

ACTLAS requires a Neo4j graph database, which you install and operate under its own licence terms; we do not redistribute it. ACTLAS also incorporates open-source components under their respective licences, listed in the documentation supplied with your Deployment. Third-party service costs, including model usage and infrastructure, are yours.

22. Intellectual property

ACTLAS, the knowledge graphs, Graph Bundles, documentation and all related materials, and all intellectual property in them, are and remain ours or our licensors'. No rights are granted other than the licence in section 4.

Your content - your specifications, analyses, project overlays, evidence records and session records - is and remains yours. We claim no rights in it and, since we do not receive it, hold no copy of it.

If you give us feedback, suggestions or feature requests, we may use them to improve ACTLAS without obligation or compensation. We will not identify you as the source without your permission.

23. Confidentiality

Each party may receive information the other treats as confidential, including commercial terms, and anything seen incidentally during a support session. Each party will protect the other's confidential information with at least reasonable care, use it only for the purposes of these terms, and not disclose it except to personnel who need it and are bound by equivalent obligations. These duties survive termination for three years, and indefinitely for trade secrets.

24. Publicity

Neither party may use the other's name, logo or marks in publicity without prior written consent, except that Founding 30 participants agree we may name them as launch partners under section 17, and either party may state the existence of the relationship where required by law or to a professional adviser.

25. Warranties and disclaimers

We warrant that we will provide ACTLAS and any services with reasonable skill and care, that we have the right to grant the licence, and that Graph Bundles are supplied signed and version-stamped.

To the maximum extent permitted by law, and except as expressly stated here, ACTLAS is provided without further warranties of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. In particular we do not warrant that the software will be uninterrupted or error-free, that the knowledge graphs are complete or free of modelling error, that any output is legally correct, or that use of ACTLAS will result in compliance with any regulation or prevent any enforcement action, penalty or loss.

26. Liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special or consequential loss, nor for loss of profit, revenue, goodwill, anticipated savings, or for regulatory fines or penalties imposed on the other party.

Our aggregate liability arising out of or in connection with these terms, whether in contract, tort (including negligence) or otherwise, is limited to the fees paid by you for the licence in the twelve months preceding the event giving rise to the claim.

Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be limited.

27. Term and termination

These terms apply for the Subscription Term and any renewal. Either party may terminate for material breach that is not cured within 30 days of written notice, or immediately if the other becomes insolvent or ceases to trade.

On termination or expiry: your licence rights end at the close of the paid term; Graph Bundle delivery and support stop; and your data, records and evidence ledger remain in your environment, under your control, unaffected. Sections that by their nature should survive - definitions, restrictions, intellectual property, confidentiality, warranties, liability and governing law - survive termination.

We do not have, and will not exercise, any capability to remotely disable a Deployment or erase your records.

28. Compliance and export

Each party will comply with applicable laws, including anti-bribery, sanctions and export control rules. You confirm that you are not subject to sanctions that would prohibit this licence, and that you will not make ACTLAS available in breach of such rules.

29. Force majeure

Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including infrastructure or network failure, acts of government, or the unavailability of a third-party service. This does not excuse payment obligations already accrued.

30. Changes to these terms

We may update this page for future orders. For an active subscription, changes take effect at the next renewal and are notified in advance; they never reduce rights you have already paid for. The version applicable to your order is the one in force on the date of that order, and we keep prior versions available on request.

31. Governing law and disputes

These terms are governed by the laws of the Republic of North Macedonia, and the courts of Skopje have exclusive jurisdiction, without prejudice to any mandatory consumer or data-protection rights available to you under the law of your own country. The parties will attempt to resolve any dispute in good faith before commencing proceedings. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

These terms, together with the order form, are the entire agreement between the parties on their subject matter and supersede prior discussions. If any provision is held unenforceable, the remainder continues in force. A failure to enforce a right is not a waiver of it. Neither party may assign these terms without the other's consent, except to a successor of substantially the whole business.

32. Contact

Orders, notices, support and questions about these terms: sales@adoptintelligence.com
Adopt Intelligence, Skopje, Republic of North Macedonia.