Version 2.1 — September 23, 2026
This is an English translation provided for convenience. In the event of any discrepancy, the Spanish version of this document prevails.
These General Terms of Use of the SOFIAS Platform (hereinafter, the "General Terms" or the "Agreement"), together with the documents referred to herein, apply to the use of the "SOFIAS" technology platform (hereinafter, the "Platform"), as well as to the provision of the services associated with it, owned by SOFIAS TECH, S.L., a Spanish company with registered office at Paseo Miramón 170, 3rd Floor, Parque Científico y Tecnológico de Gipuzkoa (20014), Donostia – San Sebastián (Gipuzkoa), with Tax ID (NIF) B-75.897.645 (hereinafter, the "Provider").
Use of the services offered by the Provider entails full and unreserved acceptance of the Agreement by the client (hereinafter, the "Client"). Such acceptance occurs at the moment when the company administrator (the "Administrator"), whose functions and scope are defined in clause 5 of these General Terms, completes the sign-up process on the Platform and ticks the acceptance box provided for that purpose, with an electronic record thereof being kept, stating the date and the version accepted.
On occasion, the use of certain services may be subject to particular conditions which, as the case may be, replace, supplement and/or partially amend the Agreement.
In addition to these General Terms, the Provider's body of legal texts comprises the "Legal Notice", the "Privacy Policy" and the "Cookie Policy", accessible both from the website and from the Platform. Those documents are informative in nature and do not alter what is agreed in this Agreement; in the event of any discrepancy in contractual matters, this Agreement shall prevail.
The Provider may at any time amend the conditions set out in the Agreement in order to adapt them to potential regulatory changes, technical or functional modifications of the Platform, changes in the services provided or to bring them into line with industry practices, usages and customs. Where material changes occur, the Provider will provide sufficient information to Clients through any means of communication addressed to them.
This Agreement governs the conditions under which the Client contracts access to the Platform, owned by the Provider, by means of which the following is granted:
This Agreement shall apply to the services described in this section, as well as to any other service that the Provider may offer in relation to the Platform (collectively, the "Services").
The Services included in this Agreement are:
The following are expressly excluded from the contracted Services:
This Agreement comes into force on the date of activation of the Client's account on the Platform and has a monthly term, automatically renewing for successive monthly periods for as long as the Client maintains at least one active licence.
The Client may cancel its licences and, with them, terminate this Agreement at any time and independently from its Client Area, without the need for notice or justification, on the terms and with the effects set out in clause 13.1, with no minimum commitment period being applicable to the Client.
The Provider may terminate the Agreement by written notice to the Client with a minimum of thirty (30) calendar days' notice, without prejudice to the powers of suspension and termination for non-payment or breach set out in clause 13.
Each licence activated on the Platform — both the platform licence and each additional agent licence contracted subsequently — includes a free trial period of fourteen (14) calendar days, counted from the moment of its individual activation (the "Trial Period").
During the Trial Period no charge will be made for the corresponding licence. After the fourteen (14) days have elapsed, if the Client has not cancelled the licence before the expiry of the Trial Period, billing of the corresponding fee will be activated automatically, charged to the payment method registered by the Administrator during the sign-up process.
The Provider will notify the Client by electronic communication at least forty-eight (48) hours before the expiry of each Trial Period, reminding it of the imminent activation of the charge. The Client may cancel the licence at any time before the end of the Trial Period, at no cost, from its Client Area.
By completing the sign-up process and registering its payment method, the Client expressly authorises the Provider to make the corresponding automatic charge once the Trial Period of each licence has ended, in accordance with the fees in force at the time of contracting.
4.1. Price
The Client shall pay the Provider the fees applicable at any given time for the licence to use the Platform and the Services, in accordance with the plan selected during the sign-up process (the "Fees"). The prices published on the Platform include Value Added Tax (VAT) at the rate in force at any given time.
The Fees are structured as follows:
The plans available and their prices are published on the Platform and are those in force at the time of contracting. The Provider reserves the right to update the plans and prices for new contracts, without this affecting the conditions in force for the Client during the current term.
4.2. Payment method
The payment method is registered once only by the Administrator during the sign-up process. That method will be associated with the Client's account and will be used automatically for all charges arising from licences subsequently added or cancelled, without the need to re-enter the payment details. The Client may update its payment method at any time from the administration area.
Billing for each active licence is carried out monthly in advance, by automatic charge to the registered payment method, within the first five (5) days of the corresponding month. The Client will receive the corresponding invoice by email.
The Provider may review the applicable Fees annually in accordance with the year-on-year Consumer Price Index (CPI) published by the Spanish National Statistics Institute (INE) or the body replacing it. Such review will be notified at least thirty (30) calendar days before it comes into force. The Provider may also notify the update by means of a note on the corresponding invoice, which the Client will receive by email.
It is placed on record that under no circumstances may the updating of the Fees result in a reduction of their amount. In the event that the CPI is negative, the Fees will remain unchanged.
4.4. Billing of additional services
Independently of the Services included in the subject matter of this Agreement, the Provider may provide additional services of initial configuration, adaptation of agents or bespoke development. Such services, where requested by the Client and accepted by the Provider, will be formalised by means of a quotation or specific agreement between the parties, and shall not form part of the recurring Services that are the subject matter of this Agreement.
The Platform provides for two user profiles within the Client's organisation:
It is expressly placed on record that the Operator does not acquire the status of contracting party and does not bind the client organisation. By accepting the invitation, the Operator confirms having received information about the acceptable use, confidentiality and privacy conditions applicable to them, with an electronic record of such confirmation being kept, stating its date and version. Acceptance of this Agreement corresponds exclusively to the Administrator.
The Client is responsible for keeping the list of users and their profiles up to date, and is liable for the acts carried out by them through the Platform.
Access to the Platform is by means of individual credentials, managed by each user on a personal and non-transferable basis. The Platform supports two authentication methods:
The Administrator of the Client's account is responsible for managing the access permissions of the users of their organisation — additions, removals and profile changes — through the Platform's administration area, regardless of the authentication method used.
Each user undertakes to keep their credentials safe diligently and to make proper and confidential use of them. The Client will be liable for any improper or unauthorised use arising from a lack of diligence in the safekeeping of the credentials, under both the native and the federated method.
The Client undertakes to notify the Provider immediately of any unauthorised use, loss, theft or suspicion of improper access. In such cases, the Provider may temporarily suspend the affected access. The Provider will not be liable for damages arising from improper or negligent use of the credentials by the Client, its users or the Client's corporate identity systems.
The Client undertakes to use the Platform and the Services diligently, in accordance with the provisions of this Agreement, with the technical documentation provided by the Provider and with applicable legislation.
Optimal performance of the AI agents deployed on the Platform is based on reasonable use. In the event that a usage pattern is detected which, on a sustained basis (for example, exceeding 3,000 requests per hour for more than five (5) days), generates unforeseen operating costs, the Provider may, where necessary, route the Client's requests through the low-priority channel, and review by mutual agreement the applicable particular conditions in order to safeguard the sustainability and quality of the Service.
The Platform must be used exclusively for the purposes authorised in the contracted licence, and any different use not provided for or not authorised by the Provider is expressly prohibited.
The Client will be responsible for having and maintaining the equipment and services necessary to access the Platform, including hardware, software, network connections and operating systems (the "Equipment"), as well as for its security.
The Client will be solely responsible for the use it makes of the Platform and the Services, as well as for the processing and control of the data, files, content and results generated, and for the use made of them by its personnel or by third parties under its control. The Provider will not be liable, under any circumstances, for damages caused by or that may arise from: (i) incorrect or unlawful use of the Platform by the Client, its personnel and/or any third party accessing it under its responsibility; (ii) breach of these General Terms or of any applicable contractual or legal obligations; (iii) errors, acts or omissions attributable to the Client, its personnel or third parties unconnected with the Provider, whatever their origin or nature; (iv) stored content or data that is unlawful or infringes third-party rights; or (v) actions carried out by agents configured by the Client or in accordance with the instructions provided by it.
The Client may not assign, sublicense, resell, rent or transfer to third parties the rights of use granted to it by the licence over the Platform, nor is it authorised to exploit it commercially for purposes other than those provided for in this Agreement.
The Client may not reverse engineer, decompile, decrypt, disassemble or attempt to access the source code of the software, in whole or in part. Nor may it modify, adapt or create derivative versions of the Platform or of the integrated agents, except with the Provider's express prior authorisation.
Likewise, the Client is expressly prohibited, by way of example but not limitation, from:
The Platform incorporates control mechanisms enabling the Provider to verify compliance with these conditions. In the event of unauthorised use, the Provider may revoke the licence and immediately suspend access to the Platform, without prejudice to any applicable legal action.
All intellectual and industrial property rights relating to the SOFIAS Platform and the Services, including the underlying software, its architecture, design, interfaces, source code, orchestration systems and containers, technical documentation, user manuals, graphic material, as well as the associated trade names, trade marks and logos, belong to and shall at all times remain the exclusive property of the Provider, including any improvement, development or update made to them.
Contracting the service does not under any circumstances imply the assignment of intellectual property rights over the Platform or over the agents developed by the Provider. The Client acquires only a non-exclusive, non-sublicensable licence of use, limited to the functional and temporal scope described in this Agreement. The Provider expressly reserves all rights not specifically granted to the Client.
In the case of agents developed by third parties and integrated into the Platform, the Client acknowledges that their use is governed by the licence conditions established by those developers, without this implying any assignment by the Provider.
The Client undertakes to respect at all times the intellectual and industrial property rights of the Provider and of the third parties whose agents it uses.
The Provider will provide basic technical support for resolving errors and incidents relating to the Platform and the agents developed by it, which is included in the price of the licence. Support will be available through the email address support@sofias.ai.
Maintenance includes both corrective and evolutionary work, the latter at the Provider's discretion. Updates to the Platform and to the contracted agents will be carried out periodically and are included in the price of the licence. Support will not cover agents developed by third parties, except as regards their compatibility and technical integration with the Platform.
The Provider's commitment is to use reasonable efforts to ensure the availability and correct operation of the Platform, endeavouring to maintain a minimum average monthly availability of 99%, excluding planned maintenance periods and interruptions beyond its control. Periods of unavailability caused by the following will not be considered service level failures: (i) scheduled or emergency maintenance work; (ii) force majeure; or (iii) any problems or circumstances unconnected with the Provider, such as network outages, failures of Internet providers, power cuts or external attacks.
Scheduled maintenance will be carried out, wherever possible, outside normal usage hours. The Provider will give the Client at least forty-eight (48) hours' notice when such work may affect access to the Platform.
The Client acknowledges and accepts that both the AI agents developed by the Provider and those developed by third parties and integrated into the Platform are subject to the terms set out in this Agreement. In the case of third-party agents, the Client must additionally comply with the additional terms and conditions established by those third parties.
The Client is responsible for reviewing, accepting and complying with the terms of third-party agents before using them through the Platform. The Provider will not be responsible for the Client's compliance with those terms.
The Provider reserves the right to modify, limit, suspend or discontinue functionalities of the AI agents that are affected by legislative or regulatory changes.
The Client understands and accepts that the content generated by the agents, whether the Provider's own or third-party agents, is provided "as is", without any express or implied warranty. Use of the results generated is the Client's sole responsibility, and the Client assumes the obligation to assess and verify their suitability, accuracy and relevance.
The Provider will not be liable for damages arising from the Client's breach of the terms and conditions of third-party agents. In such a case, the Client undertakes to indemnify and hold the Provider harmless against any claim relating to such breach.
The Provider designs and operates its agents having regard to the obligations incumbent on it under Regulation (EU) 2024/1689 of the European Parliament and of the Council of 13 June 2024 laying down harmonised rules on artificial intelligence, in particular as regards transparency, traceability of interactions and the possibility of human oversight.
The Client acknowledges and accepts that, where it uses the agents for purposes classified by that legislation as high risk — including, among others, staff selection processes, performance evaluation or worker management — it assumes the status of deployer and the obligations proper to it as such, including effective human oversight of the results, the provision of information to the persons affected and the retention of the records required by the legislation. The Provider will provide the Client with the information and technical documentation reasonably necessary for compliance with those obligations.
The Client undertakes not to use the Platform to train, create or develop other AI models or machine learning systems, whether using the agents developed by the Provider or those of third parties. In particular, the Client may not use the Platform or the content generated by the agents to create, train, test or improve, directly or indirectly, machine learning algorithms or AI systems, including models, architectures or weights. In the event of a breach of any of these prohibitions, the Provider may terminate this Agreement, revoke the contracted licence(s) and immediately terminate access to the Platform, with the rights granted under the licence(s) being immediately cancelled, without the Provider granting any refund, in accordance with the provisions of clause 13 of these General Terms, and without prejudice to any applicable legal action.
Reciprocally, the Provider will not use the Client's data or the content of the Client's conversations to train artificial intelligence models, whether its own or those of third parties.
The Provider will under no circumstances be liable to the Client or to third parties for any damage, loss, cost, indemnity, penalty or harm caused by or arising from: (i) the Client's breach of any of the obligations established under this Agreement; (ii) the Client's breach of legal or regulatory obligations applicable to it; (iii) acts, omissions, errors and/or any lack of diligence attributable to the Client, its personnel or third parties unconnected with the Provider; and/or (iv) the contractual relationships that the Client maintains with its clients, suppliers or any person or company with which the Provider has no legal relationship.
Any liability of the Provider towards the Client will be limited solely to the direct damages that the Client may suffer as a result of a breach attributable to the Provider. Save in cases of wilful misconduct or gross negligence, the Provider's maximum liability will under no circumstances exceed the sum of the amounts paid by the Client in the twelve (12) months immediately preceding the occurrence of the damage.
The Client may cancel any active licence — whether the platform licence or the licence of any additional agent — at any time, independently from its Client Area on the Platform, without the need for prior notice to the Provider.
The cancellation will take effect at the end of the calendar month current at the time it is requested. During that period the Client will retain full access to the cancelled licence. From the first day of the following month, access to and billing for that licence will cease.
Cancellation of the platform licence entails the simultaneous cancellation of all active agent licences linked to the account, as well as termination of this Agreement, with the same temporal effects described in the preceding paragraph.
In the event that the automatic charge to the registered payment method cannot be made for any reason, the Provider will notify the Client of that incident by electronic communication. If, seven (7) calendar days after the notification, the Client has not regularised the payment or updated its payment method, the Provider may temporarily suspend access to the Platform and to all associated Services.
Suspension does not interrupt the current contractual period or release the Client from its payment obligation. From the day following the expiry of the payment deadline, default interest will accrue at the rate legally provided for commercial transactions between businesses.
If, thirty (30) calendar days after suspension of the service, the non-payment has not been remedied, the Provider may terminate the Agreement definitively, with cancellation of all active licences and closure of the account. In that case, the Client must pay all outstanding amounts, without prejudice to any legal action available to the Provider for the damage caused.
The Provider may terminate this Agreement and immediately suspend access to the Platform in the event of a material breach by the Client of the obligations established therein — including, in particular, the cases provided for in clauses 6, 7 and 11 — by written notice to the Client and without prejudice to the Provider's right to claim the compensation legally due to it. Termination will entail the automatic cancellation of all active licences and the closure of the account.
For the purposes of the Agreement, "Confidential Information" means all information and documentation that the Provider and the Client provide to or exchange with each other under it, by any means and on any medium, that is designated as confidential or that ought reasonably to be understood as such by the nature of the information and the circumstances of its disclosure. All technical information relating to the Services and the Platform shall be regarded as such in particular.
The party receiving Confidential Information (the "Receiving Party") undertakes to: (i) maintain at all times, both during the term of this Agreement and after its termination, the strictest confidentiality regarding the information exchanged; (ii) not to reveal or disclose the Confidential Information without the prior authorisation of the disclosing party; (iii) apply the same diligence as it uses for the safekeeping of its own confidential information; (iv) restrict access solely to those persons who need it for the performance of the Agreement; and (v) use it exclusively for the purposes of this Agreement.
Information which: (i) is or becomes public knowledge without the intervention of the Receiving Party; (ii) has been independently developed by the Receiving Party; (iii) was in the possession of the Receiving Party before its disclosure; or (iv) must be disclosed by legal requirement or court order, will not be subject to the confidentiality obligation.
In the context of the provision of the Services, the Provider will process personal data on behalf of the Client, the former acting as Data Processor and the latter as Data Controller, in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (General Data Protection Regulation) and with Spanish data protection legislation. This Agreement constitutes the binding legal act governing such processing in accordance with that legislation.
The processing carried out by the Provider as Controller in respect of the contact details of the Client's users and its representatives is described in the "Privacy Policy".
The processing of data by the Provider will consist of accessing, processing, transmitting and storing the personal data necessary for the provision of the Services. The data will be processed for the sole purpose of enabling the operation of the AI agents deployed by the Client through the Platform.
The personal data processed may include identification, contact and professional data, as well as other data determined by the Client relating to employees, clients, suppliers or other data subjects. The Client will inform the Provider of material changes in the categories of data and warrants that it has a sufficient legal basis for their processing through the Platform.
The Provider undertakes to:
The Provider will not transfer personal data outside the European Economic Area without the Client's prior authorisation and without the appropriate safeguards provided for in data protection legislation having been established.
The Client undertakes to inform data subjects of the processing carried out through the Platform, as well as of the identity of the Provider as Data Processor, in compliance with its information duties.
On termination of the Agreement, the Provider will, at the Client's choice, return or destroy all personal data processed, certifying in writing compliance with this obligation. If it is required by law to retain any of the data, it will ensure its confidentiality and will not process it for any purpose other than that justifying its retention.
Any notice from the Client addressed to the Provider must be given by email with acknowledgement of receipt to the following address: support@sofias.ai. A communication will be deemed given and received when made in writing by any means that allows evidence of its receipt.
Notices from the Provider to the Client will be sent to the email address provided by the Administrator during the sign-up process or, where applicable, to the address subsequently designated by the Client.
In the event that any provision of the Agreement is deemed invalid or unenforceable, that provision will be limited or removed to the minimum extent necessary for the remainder of the Agreement to continue in full force and effect.
The Agreement may not be assigned by the Client without the Provider's prior written consent. However, the Provider may transfer and assign any of its rights and obligations without the need for prior consent.
In the event that the Provider is unable to comply, in whole or in part, with its contractual obligations due to force majeure, performance of the affected obligations will be suspended without any liability on the part of the Provider for as long as necessary. Force majeure means any cause or circumstance beyond the Provider's reasonable control, including, by way of example, strikes, service interruptions, natural disasters, pandemics, civil unrest, armed conflict or cyberattacks.
When a force majeure event occurs, the Provider will notify the Client as soon as possible. If the force majeure cause lasts more than three (3) months, the parties will consult each other to try to find a suitable solution. If no solution is reached within the following thirty (30) days, the Provider may terminate the Agreement by written notice to the Client.
The Agreement is commercial in nature and is governed by Spanish law. The parties agree to submit any dispute arising in connection with the interpretation, performance or termination of the Agreement to the jurisdiction of the Courts of the city of Donostia – San Sebastián (Gipuzkoa), expressly waiving any other jurisdiction to which they might be entitled.
By completing the sign-up process on the Platform and accepting these conditions, the company Administrator declares that they have read, understood and fully accepted this Agreement in the name of the organisation they represent.
SOFIAS TECH, S.L. — support@sofias.ai — Paseo Miramón 170, 3rd Floor, 20014 Donostia – San Sebastián