These Terms and Conditions, together with any Order Form, trial confirmation, pilot confirmation, statement of work, online registration, product sign-up flow, or other document that references these Terms, form a legally binding agreement between Novadata Technologies, S.L., doing business as Taizen, with its registered office at Calle Maria Aguilo 121, 08005 Barcelona, Spain ("Taizen," "we," "us," or "our"), and the company or other legal entity accessing or using the Services ("Customer," "you," or "your").
By accessing or using Taizen, creating an account, connecting a third-party system, starting a trial or pilot, accepting an Order Form, or otherwise using the Services, you agree to these Terms on behalf of your organization. If you do not agree to these Terms, you may not access or use the Services.
These Terms are intended to govern both paid subscriptions and evaluation use of Taizen, including pilots, proofs of concept, beta access, sandbox access, and trials.
"Agreement" means these Terms, the applicable Order Form or trial confirmation, the Data Processing Addendum, and any other document expressly incorporated by reference.
"Customer Data" means all data, content, files, documents, transcripts, recordings, CRM records, emails, messages, metadata, prompts, instructions, brand materials, templates, outputs, and other information submitted to, uploaded to, connected to, generated through, or otherwise made available to the Services by or on behalf of Customer.
"Order Form" means any ordering document, pilot confirmation, signed quote, statement of work, online checkout, email confirmation, or other written confirmation accepted by Taizen that describes Customer's access to the Services.
"Services" means Taizen's platform, AI agents, workflows, integrations, automations, dashboards, generated outputs, recommendations, notifications, APIs, software, documentation, and related services.
"Users" means Customer's employees, contractors, representatives, agents, or other individuals authorized by Customer to access or use the Services.
Taizen provides a platform for managed AI agents for go-to-market teams. The Services may include AI agents, workflows, integrations, automations, analytics, generated assets, recommendations, notifications, dashboards, and related functionality.
Taizen may connect to Customer-authorized systems such as CRM systems, call recording or conversation intelligence tools, email, calendar, Slack, file storage, document repositories, customer support tools, survey tools, sales enablement systems, and other business applications.
The Services may use data from those systems to perform tasks such as analyzing sales calls, identifying go-to-market signals, generating or recommending sales and marketing assets, surfacing competitive intelligence, preparing account or opportunity materials, delivering content to sales teams, organizing proof points, and tracking workflow activity.
We may improve, modify, suspend, or discontinue features from time to time, provided that we do not materially reduce the core functionality of a paid subscription during the applicable subscription term.
The Services are intended for business use only and are not intended for consumers.
You represent and warrant that:
Access to the Services may be provided through an Order Form, online sign-up, email confirmation, trial approval, pilot confirmation, or other process accepted by Taizen.
Unless otherwise agreed in writing, trials, pilots, proofs of concept, beta access, sandbox access, free access, and evaluation use are provided for evaluation purposes only. Taizen may limit trial functionality, usage volumes, integrations, users, storage, retention, support, or duration.
Unless we expressly agree otherwise, trials and pilots are provided "as is," without service level commitments, warranties, indemnities, production availability commitments, or support guarantees. We may suspend or end a trial or pilot at any time if we believe continued access creates security, legal, compliance, operational, or business risk.
If you continue using the Services after a trial or pilot period, or if you execute or accept an Order Form for paid access, the applicable fees and subscription terms will apply.
Customer is responsible for all activity under its accounts and for ensuring that Users comply with these Terms.
Customer must ensure that only authorized Users access the Services and must promptly notify Taizen of any suspected unauthorized access, credential compromise, or security incident involving Customer's account.
Customer is responsible for maintaining appropriate access controls in connected systems. Taizen's access to Customer systems depends on the permissions, scopes, OAuth grants, API keys, service accounts, or other credentials authorized by Customer.
Customer retains all right, title, and interest in Customer Data.
Subject to these Terms, Customer grants Taizen a limited, non-exclusive, worldwide license to access, use, host, copy, process, transmit, display, modify, and create derivative works from Customer Data solely as necessary to:
Taizen will not sell Customer Data.
Taizen will not use Customer Data to train or fine-tune generalized AI models made available to other customers or the public, except with Customer's prior written permission.
Taizen may use aggregated, anonymized, or de-identified information that does not identify Customer, any individual, or Customer's confidential information to operate, analyze, improve, and benchmark the Services.
Customer is responsible for:
Customer must not use the Services for unlawful, harmful, deceptive, discriminatory, or abusive purposes.
The Services may use artificial intelligence, machine learning, large language models, retrieval systems, classification systems, and other automated technologies to generate, classify, summarize, recommend, transform, or analyze information.
Customer understands that AI outputs may be incomplete, inaccurate, outdated, offensive, biased, or unsuitable for a particular purpose. Customer is responsible for reviewing and approving all outputs before relying on them or sharing them externally.
Taizen does not guarantee that outputs will be accurate, complete, unique, non-infringing, or fit for any particular purpose. Similar or identical outputs may be generated for other customers, particularly where similar inputs, prompts, templates, public facts, or standard language are used.
As between the parties, and to the extent permitted by applicable law, Customer owns the outputs generated by the Services from Customer Data, excluding Taizen Technology, third-party materials, public materials, and any underlying models, systems, templates, workflows, or platform functionality.
Customer must not, and must not allow any User or third party to:
The Services may interoperate with third-party services such as Gong, Salesforce, HubSpot, Slack, Gmail, Google Drive, SharePoint, Microsoft 365, and other applications selected or authorized by Customer.
Customer's use of third-party services is governed by Customer's agreement with those providers, not these Terms. Taizen is not responsible for third-party services, their availability, security, data practices, APIs, rate limits, changes, errors, or outages.
Customer authorizes Taizen to access and process data from connected third-party services as configured by Customer. Customer may revoke access through the Services or through the relevant third-party service, but doing so may limit or disable functionality.
Taizen will implement and maintain reasonable technical and organizational measures designed to protect Customer Data against unauthorized access, disclosure, alteration, and destruction.
These measures may include encryption in transit and at rest, access controls, logging, monitoring, least-privilege access, vulnerability management, vendor review, and internal security policies.
Customer acknowledges that no system is perfectly secure and that Taizen cannot guarantee absolute security.
Customer is responsible for securely managing credentials, integration permissions, user access, endpoint security, and Customer-controlled systems.
"Confidential Information" means non-public information disclosed by one party to the other that is marked confidential or should reasonably be understood to be confidential given the nature of the information and circumstances of disclosure.
Customer Data is Customer's Confidential Information. Non-public information about the Services, including product plans, pricing, security materials, technical information, workflows, agents, prompts, and platform functionality, is Taizen's Confidential Information.
Each party will use the other party's Confidential Information only to perform or receive the Services and will protect it using reasonable care.
A party may disclose Confidential Information to its employees, contractors, advisors, affiliates, service providers, and subprocessors who need to know it and are bound by confidentiality obligations.
Confidentiality obligations do not apply to information that is publicly available without breach, already known without restriction, independently developed without use of the other party's Confidential Information, or lawfully received from a third party without confidentiality obligations.
A party may disclose Confidential Information if required by law, provided that, where legally permitted, it gives the other party reasonable notice and cooperates to limit disclosure.
Taizen and its licensors retain all rights, title, and interest in and to the Services, software, platform, APIs, workflows, agents, templates, models, algorithms, prompts, user interface, documentation, know-how, analytics, improvements, and related technology ("Taizen Technology").
No rights are granted to Customer except as expressly stated in these Terms. Customer may not remove Taizen notices, branding, or proprietary rights notices except as permitted by the Services or agreed in writing.
Customer retains all rights in Customer Data.
If Customer or its Users provide feedback, suggestions, ideas, requests, or recommendations regarding the Services, Customer grants Taizen a worldwide, perpetual, irrevocable, royalty-free license to use that feedback without restriction or obligation.
If Customer purchases paid access, Customer will pay the fees stated in the applicable Order Form.
Unless otherwise stated in the applicable Order Form:
If payment is overdue, Taizen may suspend access after providing reasonable notice, unless Customer disputes the invoice in good faith and cooperates to resolve the dispute.
The term of access will be stated in the applicable Order Form, trial confirmation, or sign-up process. If no term is stated, Taizen may terminate free, trial, or pilot access at any time.
Either party may terminate these Terms or an Order Form if the other party materially breaches these Terms and does not cure the breach within 30 days after written notice.
Taizen may suspend or terminate access immediately if Customer's use creates security risk, legal risk, harm to the Services or third parties, or violation of the Acceptable Use section.
Upon termination or expiration, Customer's right to access the Services ends. Taizen may delete or disable access to Customer Data after termination or expiration in accordance with its retention practices, unless legally required to retain it.
Sections that by their nature should survive will survive, including confidentiality, intellectual property, fees owed, disclaimers, limitations of liability, indemnity, data protection terms, and dispute provisions.
During the subscription term, Customer may request export of Customer Data where technically feasible.
After termination or expiration, Taizen may retain Customer Data for a limited period to allow retrieval, comply with law, resolve disputes, enforce agreements, maintain security, or preserve backups.
Upon written request, Taizen will delete Customer Data in accordance with applicable law and its deletion procedures, subject to legal retention obligations, backup systems, audit logs, security records, and de-identified or aggregated data.
To the extent Taizen processes personal data on behalf of Customer in connection with the Services, Taizen processes such personal data as a processor or subprocessor, and Customer acts as controller or processor, as applicable.
Taizen's Data Processing Addendum available at https://usetaizen.com/dpa forms part of these Terms and is incorporated by reference.
By accessing or using the Services, creating an account, starting a trial or pilot, connecting a third-party system, accepting an Order Form, or otherwise using Taizen, Customer agrees to the Data Processing Addendum without requiring a separate signature, unless the parties expressly agree otherwise in writing.
Customer is responsible for ensuring that it has all rights, permissions, notices, consents, and lawful bases required to provide personal data to Taizen and to authorize Taizen to process such personal data through the Services.
In the event of a conflict between these Terms and the Data Processing Addendum regarding the processing of personal data, the Data Processing Addendum will control.
Upon request, Taizen may provide a countersigned copy of its standard Data Processing Addendum for Customer's records, but no separate signature is required for the Data Processing Addendum to apply.
Taizen's processing of personal data as a controller is described in its Privacy Policy available at https://usetaizen.com/privacy.
The Privacy Policy does not replace the Data Processing Addendum where Taizen processes personal data on behalf of Customer as a processor or subprocessor.
Taizen will use commercially reasonable efforts to provide the Services.
Unless a separate written service level agreement applies, Taizen does not guarantee uptime, response times, support levels, or uninterrupted availability.
The Services may be unavailable due to maintenance, updates, failures, third-party service issues, security incidents, usage limits, or events beyond Taizen's reasonable control.
Taizen may offer beta, experimental, preview, or early access features.
Beta features are provided for evaluation only, may be changed or discontinued at any time, and may be less reliable, less secure, or less supported than generally available features.
Beta features are provided "as is" and without warranties, indemnities, service commitments, or liability except to the extent such exclusions are prohibited by law.
Each party represents that it has authority to enter into these Terms.
Except as expressly stated in these Terms, the Services are provided "as is" and "as available."
To the maximum extent permitted by law, Taizen disclaims all warranties, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, security, reliability, and error-free operation.
Taizen does not warrant that the Services will meet Customer's requirements, that outputs will be accurate or complete, that defects will be corrected, or that the Services will be uninterrupted or free from harmful components.
Customer will defend, indemnify, and hold harmless Taizen, its affiliates, officers, directors, employees, contractors, and agents from and against any claims, damages, liabilities, losses, costs, and expenses, including reasonable legal fees, arising out of or related to:
For paid subscriptions only, Taizen will defend Customer against a third-party claim alleging that the Services, as provided by Taizen and used in accordance with these Terms, directly infringe that third party's intellectual property rights, and will pay damages finally awarded or settlement amounts approved by Taizen.
This obligation does not apply to claims arising from Customer Data, third-party services, Customer configurations, beta features, trial use, modifications not made by Taizen, or use in combination with items not provided by Taizen.
If the Services become or are likely to become subject to an infringement claim, Taizen may modify the Services, obtain rights for continued use, or terminate the affected Services and refund prepaid unused fees.
To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost business, lost goodwill, loss of data, business interruption, or cost of substitute services, even if advised of the possibility of such damages.
To the maximum extent permitted by law, each party's total aggregate liability arising out of or related to these Terms or the Services will not exceed the amounts paid or payable by Customer to Taizen for the Services giving rise to the claim in the 12 months before the event giving rise to liability.
For free trials, pilots, beta access, evaluation access, or other unpaid use, Taizen's total aggregate liability will not exceed EUR 100.
The limitations in this section do not apply to payment obligations, confidentiality breaches, misuse of intellectual property, Customer's indemnity obligations, or liability that cannot be limited under applicable law.
Taizen may suspend access to the Services immediately if:
Taizen will use reasonable efforts to provide notice where practical.
Each party will comply with applicable laws in connection with these Terms.
Customer is responsible for determining whether the Services are suitable for Customer's regulatory obligations, including privacy, data protection, employment, monitoring, call recording, telecommunications, financial services, healthcare, public sector, marketing, and AI-related laws.
Customer must not use the Services in violation of sanctions, export controls, anti-bribery, anti-corruption, or anti-money laundering laws.
Unless Customer objects in writing, Taizen may identify Customer as a customer or user of the Services using Customer's name and logo in sales, marketing, investor, and website materials.
Taizen will not disclose Customer's confidential use cases, Customer Data, non-public results, or non-public relationship details without Customer's permission.
Taizen may update these Terms from time to time. Updated Terms will be posted on Taizen's website with a revised "Last updated" date.
For material changes, Taizen will use reasonable efforts to provide notice. Changes will become effective when posted unless a later effective date is stated.
Continued use of the Services after changes become effective constitutes acceptance of the updated Terms.
If Customer does not agree to the updated Terms, Customer must stop using the Services.
These Terms are governed by the laws of Spain, without regard to conflict of law principles.
The parties will attempt in good faith to resolve disputes through informal discussions.
If a dispute cannot be resolved informally, the courts of Barcelona, Spain will have exclusive jurisdiction, except that either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect intellectual property, confidentiality, security, or data.
Neither party will be liable for delay or failure to perform due to events beyond its reasonable control, including acts of God, labor disputes, internet or telecommunications failures, third-party service failures, cyberattacks, war, terrorism, civil unrest, governmental action, or natural disasters.
Customer may not assign or transfer these Terms without Taizen's prior written consent, except in connection with a merger, acquisition, corporate reorganization, or sale of substantially all assets. Taizen may assign these Terms in connection with a merger, acquisition, corporate reorganization, sale of assets, or by operation of law.
If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in effect.
No waiver will be effective unless in writing and signed by the waiving party.
These Terms, together with the documents incorporated by reference, constitute the entire agreement between the parties regarding the Services and supersede all prior or contemporaneous agreements, proposals, or representations on the same subject matter.
For legal notices or questions about these Terms, contact:
For privacy matters, contact: privacy@usetaizen.com.