Master Service Agreement
Last updated: January 22, 2026
1. General
These general terms and conditions, together with the applicable order documents ("Order Document") or statements of work (collectively, the "Agreement"), govern the provision of the SaaS solution and related services by Alfred AI AS ("Alfred") to the customer identified in the Order Document ("Customer").
Capitalised terms used in this Agreement have the meanings given to them where they first appear in bold between quotation marks. In the event of any conflict between the Agreement documents, the Order Document shall prevail over these general terms and conditions.
2. Right to Access and Use
Alfred shall provide access to the service specified in the applicable Order Document ("Service").
Subject to the Customer's compliance with the Agreement and payment of applicable fees, Alfred grants the Customer a limited, non-exclusive, non-transferable, and non-sublicensable right to access and use the Service during the term of the Agreement.
The Service may utilise artificial intelligence or machine learning technologies ("AI Features"). Alfred shall not use Customer's Confidential Information to train or improve its general AI models without Customer's express permission. Customer acknowledges that (i) content generated by the AI Features ("AI Output") is generated by probabilistic algorithms and may be inaccurate, incomplete, generic or contain errors, (ii) AI Output is not verified by Alfred, and (iii) similar or identical AI Output may be generated for other customers. Customer is solely responsible for independently verifying all AI Output before use.
3. Support
Alfred shall provide support as specified in the Customer's subscription plan outlined in the Order Document. Alfred's customer support processes all incoming support requests from the Customer. In cases where escalation is necessary, the Customer can reach out to its dedicated contact person. To facilitate effective support, the Customer agrees to provide Alfred with reasonable access to necessary information and resources in a timely manner.
4. Professional Services and Add-on Services
Customer may purchase implementation, training, or consulting services ("Professional Services") by executing a statement of work. Professional Services are governed by the terms of this Agreement and any specific requirements outlined in the applicable statement of work.
The Customer may subscribe to additional modules or features ("Add-Ons") at any time. Such Add-Ons shall be subject to this Agreement and any specific terms provided by Alfred prior to purchase. The purchase of Add-Ons will be formalised through a new Order Document or an amendment to an existing one.
5. Service Modifications
Alfred seeks to continuously improve the Service. Alfred may modify, update, enhance, or discontinue features, functionalities, or components of the Service during the term of the Agreement. Alfred will make reasonable efforts to notify the Customer in advance of any significant changes. Modifications may include adjustments to the Service's functionality, changes to the user interface, performance improvements, or the removal of certain features. However, Alfred shall not materially reduce the core functionality of the Service provided to the Customer. The Customer will receive access to updates and improvements that Alfred makes generally available to its other customers holding the same subscription type.
6. Customer Obligations and Acceptable Use
The Customer is responsible for ensuring that all persons to whom it grants access to the Service ("Users") are informed of and agree to comply with the Agreement.
The Customer shall be fully responsible and liable for all acts, omissions, and activities of its Users, and any breach of the Agreement by a User shall be deemed a breach by the Customer.
Users shall not share their login credentials. Accounts are for named individuals and cannot be shared or used by more than one person.
The Customer undertakes not to, and undertakes to ensure that the Users do not:
- decompile, disassemble, reverse engineer, or otherwise attempt to obtain, perceive, use, or utilise the source code or underlying algorithms from which any software component of the Service is compiled or interpreted (other than as provided by mandatory law),
- allow third parties other than the Users to gain access to the Service, or resell, sublicense, or distribute the Service to unauthorised third parties,
- remove, alter, disable, or obscure any copyright, trademark, confidentiality, proprietary notices, security mechanisms, usage limitations, or other labels displayed on, embedded within, or otherwise part of the Service,
- use any parts of the Service for purposes that infringe, misappropriate, or otherwise violate the intellectual property rights, proprietary rights, privacy rights, or other rights of any individual, entity, or third party, or that violate any applicable laws and regulations,
- upload or transmit any material that contains viruses, worms, trojan horses, malicious code, or any other harmful or disruptive computer code, scripts, agents, programs, or files intended to disrupt, damage, or gain unauthorised access to any part of the Service,
- interfere with, disrupt, disable, damage, or compromise the integrity, security, performance, or functionality of the Service, including, but not limited to, prompt injection and prompt hacking,
- attempt to gain unauthorised access, or
- use the Service or any part thereof to develop, create, or offer any product or Service that competes with the Service.
If the Customer uses third-party applications or APIs in conjunction with the Service, the Customer is solely responsible for complying with the terms of such third parties. Alfred does not warrant the continued availability of integrations that depend on third-party APIs and is not liable for data once it is transmitted to a third-party service.
Customer shall not use any AI Features in a manner that exceeds reasonable usage volumes, and shall not send automated, high-volume requests such as bot-driven queries, to the Service.
Alfred reserves the right to monitor usage logs to verify compliance with this Agreement. If Alfred detects unauthorised use or usage exceeding the Customer's subscription entitlements, Alfred may invoice the Customer for such excess use at standard rates, without prejudice to other remedies.
7. Customer Data
The Customer retains all right, title, and interest in and to all data, content, and information uploaded or submitted to the Service ("Customer Data"). Alfred obtains no rights in Customer Data except for the limited licenses expressly granted in this Agreement.
Customer grants Alfred a non-exclusive, worldwide, royalty-free license to access, use, and process Customer Data solely to provide, maintain, and support the Service and Customer's use of the Service, prevent or address technical or security issues, and improve the Service. Alfred shall not sell, rent, or lease Customer Data to any third party.
Alfred may aggregate and anonymise Customer Data, among other things to create statistical analyses, benchmarks, and improved algorithms ("Aggregated Data"), provided that such data does not identify the Customer or any individual. Alfred owns all rights in such Aggregated Data.
8. Security Measures
Alfred shall maintain appropriate administrative, physical, and technical safeguards designed to protect the security, confidentiality, and integrity of Customer Data.
Alfred reserves the right to update or modify its security measures and underlying technologies from time to time to reflect changing threats or technological advancements. However, no such update shall materially decrease the overall level of security provided to the Customer during the term of the Agreement.
9. Prices
All prices are exclusive of any applicable value-added taxes, duties, and other fees, and the Customer will be responsible for payment of all such additional amounts and any related penalties and interest.
Alfred shall be entitled to raise invoices in accordance with the Order Document. Unless otherwise specified, subscription fees are invoiced annually in advance. All fees are non-refundable except as expressly provided in the Agreement. Customer shall pay all invoices in accordance with the payment terms in the Order Document. Unless otherwise specified, Customer shall pay all invoices within 30 days of the invoice date.
Customer shall pay all amounts due under this Agreement in full without any set-off, counterclaim, deduction, or withholding. In case of late payment, interest shall be paid at a rate of 8% per annum (or the maximum rate permitted by law, whichever is lower), calculated daily from the due date until the date of payment.
Certain features, particularly those involving generative AI or large language models, may be subject to additional usage-based fees if Customer's consumption exceeds the standard allowance included in the subscription plan.
10. Term and Termination
The Agreement shall commence on the date specified in the Order Document, or at the effective date if no such date is specified, and shall continue for an initial period as stated in the Order Document, or 12 months if no such period is specified ("Initial Term"). Following the Initial Term, and unless otherwise set out in the Order Document, the Agreement shall automatically renew for successive 12 month periods ("Renewal Term"), unless either party provides written notice of non-renewal to the other party at least 60 calendar days prior to the end of the then-current term. The fees for any Renewal Term shall be at Alfred's then-current standard rates, or as otherwise agreed in the Order Document.
Either party may terminate this Agreement immediately upon written notice if the other party materially breaches this Agreement and fails to cure such breach within 30 days after receiving written notice, or becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency.
Upon termination, the Customer's right to use the Service shall immediately cease. If the Customer terminates the Agreement for Alfred's material breach, Alfred shall refund any prepaid fees covering the remainder of the term of the Agreement after the effective date of termination. In all other cases, unpaid fees for the remainder of the current term shall become immediately due and payable.
Upon termination, Alfred shall within reasonable time delete all Customer Data in its possession, except that Alfred may retain copies to the extent required by law; and in created archival backups, provided such backups are not actively accessed and remain subject to the confidentiality obligations of this Agreement.
11. Intellectual Property Rights
This Agreement does not constitute any transfer of ownership of any intellectual property rights. Alfred retains all rights, title, and interest in and to the Service, including but not limited to its design, source code, features, and all associated intellectual property. This ownership extends to improvements, enhancements, updates, modifications, training, adaptation, or derivative works related to the Service, regardless of whether such developments are created independently by Alfred, based on feedback, suggestions, or other input provided by the Customer, or requested or commissioned by the Customer as part of any customisation or configuration.
12. Confidentiality
"Confidential Information" means all information disclosed by one party ("Disclosing Party") to the other ("Receiving Party") that is marked as confidential or should reasonably be understood to be confidential given the nature of the information. This includes, without limitation, the terms and pricing of this Agreement, Customer Data, and Alfred's software, source code, and technical documentation.
The Receiving Party shall (i) hold Confidential Information in strict confidence, (ii) not disclose it to any third party except to its employees, affiliates, and contractors who have a "need to know" and are bound by confidentiality obligations no less restrictive than those herein, and (iii) use such information solely for the purpose of performing its obligations under this Agreement.
Confidential Information does not include information that (i) is or becomes public knowledge through no fault of the Receiving Party, (ii) was known to the Receiving Party prior to disclosure without restriction, (iii) is rightfully obtained from a third party without breach of any confidentiality obligation, or (iv) is independently developed by the Receiving Party without reference to the Disclosing Party's Confidential Information.
If the Receiving Party is required by law or court order to disclose Confidential Information, it shall provide the Disclosing Party with prompt written notice (where legally permitted) to allow the Disclosing Party to seek a protective order.
The obligations of confidentiality shall survive for 5 years following the termination of this Agreement.
13. Personal Data
To the extent Customer Data includes any personal data (as defined by applicable data protection laws), Alfred shall process such data in accordance with a data processing agreement. The data processing agreement is available upon request or provided with the Order Document.
14. Warranties and Remedies
Each party represents and warrants that it has the full power and authority to enter into this Agreement and that it shall comply with all laws and regulations applicable to the operation of its business.
Alfred warrants that the Service will perform materially in accordance with Alfred's standard documentation included in the Order Document and any professional services will be performed in a professional and workmanlike manner consistent with industry standards. Alfred shall not be responsible for defects or malfunctions caused by third-party services or components upon which the Service depends, and which are beyond Alfred's control. In such cases, Alfred will make reasonable efforts to coordinate with the third-party provider to address the issue.
If Alfred breaches the warranties or other obligations in the Agreement, Alfred shall correct the defect or re-perform the Service. If Alfred cannot reasonably remedy the breach, Customer may terminate the affected Order Document and request a refund of any prepaid, unused fees covering the remainder of the term. The Customer must notify Alfred of any warranty claim within 30 days of discovery. This remedy is Customer's sole and exclusive remedy for breach of the warranties or other obligations in the Agreement.
15. Disclaimers
Except for the express warranties set out in the Agreement, the Service is provided "as is" and "as available". To the fullest extent permitted by law, Alfred disclaims all other warranties, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Alfred does not warrant that the Service will be uninterrupted or error-free.
Alfred reserves the right to perform maintenance, implement system updates, or make other changes, and will inform the Customer appropriately in advance, whenever possible.
Any use of the Service is at the Customer's own risk. Alfred does not warrant that the output provided through the Service is accurate, reliable, or correct. Users must not rely on the output from the Service as the sole source of truth, factual information, or as a substitute for professional advice. It is the Customer's responsibility to evaluate the accuracy, reliability, and appropriateness of the output for their specific use case, including conducting human review where necessary before using or sharing any output generated by the Service.
16. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR SPECIAL DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, OR INTERRUPTION OF BUSINESS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY'S LIABILITY FOR DAMAGES IN ANY COMPLETE CALENDAR YEAR FOLLOWING EXECUTION OF THIS AGREEMENT WILL NOT EXCEED 100% OF THE TOTAL FEES PAID (PLUS FEES PAYABLE) TO ALFRED DURING THE IMMEDIATELY PRECEDING CALENDAR YEAR. IN RESPECT OF ANY DAMAGES BECOMING PAYABLE IN THE FIRST CALENDAR YEAR, THIS SHALL BE LIMITED TO THE TOTAL AMOUNT PAYABLE IN THE FIRST YEAR OF THE SUBSCRIPTION TERM.
THE LIMITATIONS IN THIS SECTION SHALL NOT APPLY TO LIABILITY ARISING FROM A PARTY'S FRAUD, GROSS NEGLIGENCE, OR WILFUL MISCONDUCT, CUSTOMER'S PAYMENT OBLIGATIONS, OR ANY LIABILITY THAT CANNOT BE EXCLUDED BY APPLICABLE LAW.
17. Suspension of Service
Alfred may suspend the Service if it reasonably determines that the Customer's use poses a security risk, violates applicable law, or breaches the acceptable use requirements in the Agreement. Additionally, Alfred may suspend the Service if any undisputed fee remains unpaid for more than 14 days after the due date and the Customer fails to cure the non-payment following written notice. Alfred shall not be liable for any damages arising from a suspension in accordance with this section. Access will be restored promptly once the underlying issue is resolved.
18. Indemnification
Alfred shall defend the Customer against any third-party claim alleging that the use of the Service infringes a valid intellectual property right in the EU/EEA, and shall pay any costs and damages finally awarded against the Customer (including reasonable legal fees) by a court of competent jurisdiction or agreed in settlement.
Customer shall defend Alfred against any third-party claim arising from Customer Data, the Customer's use of the Service in violation of this Agreement, or any third-party integrations used by the Customer. Customer shall pay any costs and damages finally awarded against Alfred (including reasonable legal fees) by a court of competent jurisdiction or agreed in settlement.
To receive the above, the indemnified party must (a) provide prompt written notice of the claim, (b) grant the indemnifying party sole control over the defence and settlement (provided that any settlement must unconditionally release the indemnified party), and (c) provide reasonable cooperation at the indemnifying party's expense.
If an infringement claim arises, Alfred may, at its option, (i) obtain a license for Customer's continued use, (ii) modify the Service to be non-infringing, or (iii) if neither is commercially feasible, terminate the affected subscription and refund any prepaid fees covering the remainder of the term. This section states the Customer's sole and exclusive remedy for intellectual property infringement.
This clause does not apply to intellectual property rights for which Alfred has no control, such as AI Output generated by large language models (LLMs).
19. Changes
Alfred reserves the right to amend or otherwise modify the Agreement at any time. The latest version is always accessible on our website. Alfred will notify the Customer of any significant changes in an appropriate manner. Updates will take effect upon the renewal of the Customer's subscription. By continuing to use the Service, the Customer accepts the revised Agreement.
20. Force Majeure
Neither party shall be liable for any failure or delay in performance caused by events beyond its reasonable control, including natural disasters, war, terrorism, labour disputes, or internet/utility failures ("Force Majeure Event"). The affected party shall provide prompt written notice of the event. If a Force Majeure Event continues for more than 30 days, either party may terminate the affected Order Document upon written notice. This section does not excuse the Customer's obligation to pay fees for services already delivered.
21. Trial and Beta Services
Alfred may provide optional free services, beta, trials, or proof of concepts ("Free Services"). Either party may terminate Free Services at any time for any reason. Notwithstanding anything to the contrary in this Agreement, Free Services are provided 'as is' without any warranty of any kind. Alfred's aggregate liability for Free Services shall not exceed EUR 100.
22. Compliance with Laws
Alfred shall provide the Service in compliance with laws and regulations directly applicable to Alfred as a provider of information technology services in general, without regard to the Customer's specific use case. Customer is solely responsible for ensuring its use of the Service complies with all laws applicable to its specific business and industry. Customer shall not use the Service in violation of any applicable laws.
The Customer represents that it is not located in, and will not permit the Service to be accessed from, any country subject to US, EU, or other applicable trade sanctions or embargoes (including OFAC and EAR regulations). The Customer shall comply with all applicable export control laws.
23. Miscellaneous
Waiver. Alfred's failure to assert any right or provision shall not constitute a waiver of any such right or provision. No waiver shall be considered a further or continuing waiver of such term or any other term.
Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
Assignment. Neither party may assign or transfer this Agreement without the prior written consent of the other party. Notwithstanding the foregoing, either party may assign this Agreement without consent to an affiliate or in connection with a merger, acquisition, corporate reorganisation, or sale of all or substantially all of its assets, provided the assigning party gives prompt written notice to the other party.
Subcontracting. Alfred may engage subcontractors to assist in the provision of the Service. Alfred shall remain fully responsible for the performance of its obligations under this Agreement and for the acts and omissions of its subcontractors to the same extent as if they were the acts and omissions of Alfred.
Survival. The rights and obligations in sections regarding fees, confidentiality, intellectual property, indemnification, limitation of liability, and other sections intended to survive termination shall survive the expiration or termination of this Agreement.
Entire agreement. This Agreement constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior agreements, proposals, and understandings.
Amendments. Any amendment to this Agreement must be in writing and signed by authorized representatives of both parties. No terms or conditions contained in a Customer purchase order or similar document shall be binding on Alfred, and such terms are explicitly rejected.
24. Governing Law and Jurisdiction
The Agreement is governed by and construed in accordance with the laws of Norway. Any disputes shall be subject to the exclusive jurisdiction of Oslo District Court.
Contact
For questions about this Agreement:
Alfred AI AS
Org. number: 835 845 702 MVA
Grimstadgata 28, 0464 Oslo, Norway
Email: legal@teamalfred.ai