Resilinc AI Addendum
1. DEFINITIONS
(a)”Artificial Intelligence” or “AI” means any computer technology that operates with at least some degree of autonomy and can perform tasks commonly associated with human thinking by processing AI Input and inferring how to achieve a given set of human-defined objectives using pre-defined rules, machine learning, logic, and/or knowledge-based approaches. AI under this AI Addendum includes generative AI, which includes AI capable of learning or inferring patterns from existing data to produce new content, such as content in the form of new text, images, video, music, other audio content, or software code.
(b)”AI Input” means any structured or unstructured data, information, or content (whether human-provided or machine-provided, and including ‘synthetic data’) provided to or directly acquired by an AI Tool, including data provided for the purposes of ‘fine-tuning’, ‘alignment’ or ‘validation’ of the AI Tool or otherwise to query, prompt, instruct, or conduct searches using an AI Tool, but excluding the pre-defined foundational model or algorithm(s) of the AI Tool, and any data, information, or content used for either ‘pre-training’ of the AI Tool through fitting its learnable parameters or testing or evaluation of the performance of the AI Tool.
(c)”AI Output” means any structured or unstructured data, information, content, or results generated by an AI Tool as a consequence of processing one or more AI Inputs, including predictions, recommendations, classifications, decisions, analyses, and synthesized content. AI Output also includes all Services that incorporate or are based on any AI Output.
(d)”AI Tool” means any tool, system or application developed by or on behalf of Company as part of the Services incorporated into or used by the Services that uses AI to generate structured or unstructured data or other content, and/or a prediction, recommendation, or decision (including any AI Tool developed by Company itself or through a Model Provider or other third party). For the sake of clarity, “AI Tool” does not mean a tool system or application utilized exclusively by Company itself, without accessing or using Customer Data, in support of Company’s development or provision of the Services.
(e)”Customer Confidential Information” means Confidential Information (as defined in the Agreement) disclosed by or on behalf of Customer to Company, and shall be subject to the confidentiality obligations and exclusions set forth in the Agreement. For clarity, Customer Confidential Information does not include: (a) information that is or becomes publicly available through no fault of Company; (b) information that Company can demonstrate was already in its possession prior to disclosure by Customer without obligation of confidentiality; (c) information that Company receives from a third party without restriction and without breach of any obligation of confidentiality; (d) information that Company independently develops without use of or reference to Customer Confidential Information; or (e) Aggregated Data, meaning data derived from Customer Data that has been de-identified, anonymized, or aggregated such that it does not identify Customer, any individual, or any specific supply chain relationship.
(f)”Intellectual Property” means all intellectual property items and rights arising from, or in respect of, the following: (a) all patents and applications therefor, including all renewals, extensions, provisionals, continuations, divisionals, continuations-in-part, reexaminations, or reissues thereof; (b) all trademarks, service marks, trade names, service names, brand names, logos, slogans and trade dress rights, and all applications, registrations, and renewals thereof; (c) all copyrights and registrations and applications therefor, works of authorship, and mask work rights; (d) all software, source code, or portions thereof; (e) trade secrets, confidential information, proprietary information, data, or any collection thereof, know-how and similar intellectual property (including inventions; ideas; financial, business, and marketing plans; supplier lists; and related information); (f) any similar, corresponding, or equivalent rights to any of the foregoing anywhere in the world, including moral rights and publicity rights; and (g) any goodwill associated with each of the foregoing.
(g)”Law(s)” means any statute, law, ordinance, regulation, rule, code, order, constitution, treaty, common law, judgment, decree, or other requirement of any federal, state, local, or foreign government or political subdivision thereof, or any arbitrator, court, or tribunal of competent jurisdiction having the effect of law.
(h)”Material Component” means an AI Tool that performs a core function of the Services such that the removal or failure of such AI Tool would materially degrade the functionality of the Services available to Customer.
(i)”Model Provider” means any third-party provider of artificial intelligence models, model hosting, inference, or related services utilized by Company in providing the AI Tools, including large language model providers and cloud AI service providers.
(j)”Personal Data” means information defined as Personal Data or Personally Identifiable Information in the Agreement. Personal Data provided by or on behalf of Customer shall always be considered Customer Confidential Information.
(k)”Retention Period” means ninety (90) days.
(l)”Services” means the SaaS services or solution purchased by and licensed to Customer pursuant to the terms of the Agreement as detailed in any related order form.
(m)”Train” means to develop, refine, improve, or otherwise expose an AI Tool to a large amount of data, allowing it to learn patterns and relationships within that data, thus enabling it to recognize patterns, make predictions, generate outputs, and otherwise perform a specific task.
2. RESTRICTIONS
Company Restrictions. Company shall not, without Customer’s prior, express written approval, which approval shall not be unreasonably withheld:
(a) Use any Customer Data and/or Customer Confidential Information to develop, Train, refine, modify, improve, test, or evaluate any AI or AI Tool or to create any AI process, code, or product; except that Company may use Customer Data and/or Customer Confidential Information to provide, maintain, support, and improve the Services and AI Tools for Customer (including through learning from aggregated and anonymized Customer Data and/or Customer Confidential Information to improve such Services and AI Tools), provided such use (a) complies with applicable Law, (b) does not identify Customer or any of its individual users, and (c) shall not extend to developing or Training AI models using Customer Data and/or Customer Confidential Information (other than Aggregated Data) for any products or services other than the Services provided to Customer, or for the benefit of any other customer of Company, without Customer’s express prior written consent;
(b) Incorporate Customer Confidential Information into any AI product or service that is made available commercially or to any other customer, or that is otherwise used for the benefit of Company or its other customers; or
(c) Knowingly use any materials, datasets, or models subject to open-source copyleft obligations, or subject to use restrictions that would materially restrict Customer’s rights under the Agreement or impose obligations on Customer, as part of, or in the development of, an AI Tool.
Customer Use Restrictions. In addition to any acceptable use policy or similar restrictions in the Agreement, Customer shall not, and shall not permit any third party to, use the AI Tools or AI Output to: (a) train, retrain, or fine-tune any third-party artificial intelligence or machine-learning models that compete with Company or its Model Providers (including through model extraction or distillation); (b) represent any AI Output as being approved or vetted by Company; (c) represent any AI Output as being a wholly human-generated work where disclosure of AI involvement is required by applicable Law; (d) make automated decisions that have a legal or similarly significant effect on individuals (e.g., employment, lending, housing, or healthcare decisions) without appropriate human review and compliance with applicable Law; or (e) use the AI Tools in violation of any Model Provider acceptable use policy made available to Customer in the Documentation.
3. RESPONSIBLE AI PRINCIPLES
(a) Company shall only design, procure, or otherwise use AI Tools in compliance with applicable Law and shall use commercially reasonable efforts to do so in accordance with industry standard responsible AI principles, such as fairness, reliability, accuracy, security, transparency, accountability, absence of unintended bias and discrimination based on characteristics protected by applicable Law. Company represents that, as of the Addendum Effective Date, it maintains certification under ISO/IEC 42001:2023 and shall use commercially reasonable efforts to maintain such certification (or certification under its successor standard) during the term of the Agreement.
(b) Operational Monitoring. Notwithstanding any restrictions herein to the contrary, Company may retain and internally review AI Input and AI Output for no longer than the Retention Period solely to detect, prevent, and remediate abuse, misuse, security incidents, malfunctions, or abnormal performance relating to the AI Tools (“Operational Monitoring”). Data retained for Operational Monitoring shall be: (i) stored in dedicated monitoring or logging infrastructure, separate from Customer Data and from any shared network intelligence or analytics systems; (ii) accessible only to authorized personnel on a need-to-know basis; and (iii) automatically deleted upon expiration of the Retention Period, unless otherwise required by applicable Law or to the extent reasonably necessary in connection with a specific, ongoing security, abuse, or technical investigation, in which case such data shall be deleted promptly upon the conclusion of that investigation.
(c) Company shall ensure that its AI Tools are regularly monitored and tested to prevent violations of this AI Addendum.
(d) Any caching, indexing, or retrieval systems (such as vector databases) used to optimize or contextualize the AI Tools shall be logically separated on a per-Customer basis with respect to Customer Data and AI Input or AI Output that identifies or is specific to Customer. Company shall not use Customer Data or AI Input or AI Output that identifies or is specific to Customer to populate a shared context window, cache, or retrieval system that is accessible to or used for the benefit of any other customer of Company. This Section 3(d) does not apply to Aggregated Data, Licensed Data (as defined in the Agreement), or network-level intelligence derived from data across multiple sources that does not identify Customer, any individual, or any specific supply chain relationship.
(e) If Company determines that any AI Tool does not comply with this Addendum, Company shall (i) promptly notify Customer in writing, providing details of the non-compliance and its potential impact; and (ii) undertake commercially reasonable efforts to remediate such non-compliance promptly.
(f) Except as permitted under Section 3(b) (Operational Monitoring) or as elected by Customer through administrative controls (where provided), any processing for content filtering or real-time execution is transient, and such systems shall not retain AI Input or AI Output beyond the time necessary to generate the applicable session or interaction. For clarity, AI Outputs that are delivered to Customer as part of the Services’ standard analytical functionality (such as risk scores, analytics, and recommendations) are not subject to this Section 3(f) and are retained in accordance with the Agreement.
(g) Before implementing any new AI Tool as a Material Component of the Services, or in the event of a material change in design, foundational model, or Training data of such an AI Tool, Company will conduct internal risk assessments for the AI Tool (“AI Risk Assessment”) in accordance with its standard policies and shall provide a summary of such AI Risk Assessments to Customer upon reasonable request.
(h) Company shall maintain appropriate staffing with sufficient training and expertise in AI and the AI Tools to properly and efficiently use, develop, test, support, and maintain the AI Tools and provide the Services in a manner consistent with this AI Addendum.
(i) If any AI Tool incorporated into the Services is or becomes designated as “high risk” under applicable Law, Company shall use commercially reasonable efforts to comply with applicable legal requirements for such designation and shall notify Customer within a reasonable time of such designation, providing a summary of compliance measures undertaken upon Customer’s reasonable request.
4. COOPERATION, VERIFICATION, AND REPORTING
(a) Initial. Before introducing into Customer’s production environment any new AI Tool as a Material Component of the Services for Customer, Company shall notify Customer reasonably in advance of such introduction, and upon written request from Customer shall provide to Customer information, in a form reasonably acceptable to Customer:
(i) confirmation that an AI Risk Assessment has been conducted for the AI Tool in accordance with Company’s standard policies (a summary of which shall be provided to Customer upon reasonable request as set forth in the applicable subsection of Section 3 of this AI Addendum);
(ii) disclosure of material third-party software code, datasets, large language models, Training data, and other AI-related materials (collectively, “Third-Party Components”) used in, or incorporated into, the AI Tool if such Third-Party Components are known by Company to present a material risk to Customer or if disclosure of such specific components is required by applicable Law. Such disclosure shall include information regarding licenses or rights of use to the extent relevant to the identified risk or legal requirement and reasonably available to Company; and
(iii) to the extent required by applicable Law for Customer to fulfill its obligations as a deployer of AI systems, Company shall, upon Customer’s reasonable request, use commercially reasonable efforts to provide: (A) a high-level description of the types of data used to Train the AI Tool (without disclosing proprietary datasets, training methodologies, or trade secrets); (B) a summary of risk mitigation measures Company has implemented for the AI Tool; and (C) such other information as is reasonably necessary for Customer to complete any impact assessment required under applicable Law, to the extent such information is in Company’s possession and can be disclosed without compromising Company’s trade secrets or proprietary technical information.
(b) Change. During the Term, Company shall keep Customer reasonably apprised of any material proposed change to any of the information identified in Section 4(a).
(c) Ongoing Use. In relation to the use of any AI Tool, Company shall promptly provide to Customer all co-operation, assistance, regular reporting, and information Customer reasonably requests to ensure compliance with this AI Addendum, and to enable Customer to comply with or respond to any (a) related obligation under applicable Law to which Customer is subject in connection with its use of the Services, including to complete any impact assessment (or any similar requirement), or (b) any inquiry, investigation, order, instruction, guidance or data, information or document request, by or from any legal or regulatory authority of competent jurisdiction. Any material assistance beyond Company’s routine reporting and standard support obligations may be subject to additional fees at Company’s then-current professional services rates as mutually agreed by the parties.
(d) Records. Without limiting Section 4(c), Company will maintain and provide upon Customer’s written request a copy of any completed AI Risk Assessment with respect to any AI Tool, together with an explanation of the rationale, the data sets required/affected, a general description of the algorithmic approach (subject to the limitations set forth in Section 4(a)(iii)), and testing schedule, procedures outcomes, and other testing and monitoring records designed to ensure compliance with applicable Law, industry standards, and this AI Addendum.
(e) Audit. Customer or its designee may, no more than once annually, during Company’s normal business hours, and upon at least thirty (30) days’ prior written notice, audit Company’s records and interview relevant Company personnel regarding the AI Tools, solely to the extent reasonably necessary to verify Company’s compliance with this AI Addendum. Any such audit shall be subject to reasonable confidentiality and security restrictions imposed by Company. Company shall use commercially reasonable efforts to cooperate with such audit-related requests from Customer or its designees, including regarding production of relevant documentation, subject to the foregoing limitations.
(f) ADMT Compliance Support. To assist Customer in meeting any compliance obligations under applicable Law relating to automated decision-making technology (“ADMT”), Company shall, upon Customer’s reasonable request and using commercially reasonable efforts, provide the following support within a reasonable time:
(i) Technical Information. Company shall provide Customer with reasonably necessary technical information regarding the AI Tools’ functionality, decision-making processes, and operational parameters that Company has in its possession or can reasonably obtain, to the extent such information is required for Customer to satisfy applicable ADMT transparency and opt-out requirements under applicable Law;
(ii) Consumer Access Support. Company shall provide reasonable assistance to Customer in responding to consumer access requests related to AI processing by providing relevant information about AI Tool operations that Company has in its possession or can reasonably obtain and that is reasonably necessary for Customer’s response to such requests under applicable Law; and
(iii) Opt-Out Functionality. Where technically feasible and commercially reasonable, Company shall work with Customer to implement or support opt-out mechanisms for AI Tools as may be required under applicable Law for Customer’s specific use case. Notwithstanding the foregoing, Company shall not be required to disclose any proprietary information, trade secrets, confidential algorithms, model architecture, training methodologies, or other confidential technical information that is not reasonably necessary for Customer’s compliance with applicable Law. Customer acknowledges that it remains solely responsible for its own compliance determinations, consumer-facing disclosures, and fulfillment of its legal obligations under applicable ADMT requirements. Any material additional work by Company beyond its standard support obligations may be subject to additional fees as mutually agreed by the parties.
5. INFORMATION SECURITY
(a) Company shall use industry standard information security practices and controls, designed to align with recognized AI risk management frameworks such as ISO/IEC 42001:2023, to protect against unauthorized activity as it relates to the AI Tool. Company shall use these practices and controls to prevent, detect, respond to, and resolve security events designed to compromise data used to Train the model or the model itself or to cause the model to not work as intended, such as attacks trying to manipulate the Training dataset (‘data poisoning’), pre-Trained components used in Training (‘model poisoning’), inputs designed to cause the model to make a mistake (‘adversarial examples’ or ‘model evasion’), confidentiality attacks or model flaws, which could lead to harmful decision-making.
(b) The AI Tools shall be subject to all security measures implemented under the Agreement, including any information security requirements appended to, referenced, or incorporated therein.
(c) Customer acknowledges that the AI Tools may utilize Model Providers to process AI Input and AI Output. Company shall maintain a current list of Model Providers in its Documentation and shall notify Customer prior to any material changes to the list of Model Providers taking effect. Use of Model Providers does not change Company’s responsibility for the Services and AI Tools in accordance with the terms of the Agreement, including with respect to processing of AI Input and AI Output by Model Providers. Customer is not required to enter into separate agreements with Model Providers unless expressly agreed in the Agreement. Company shall ensure its Model Providers are subject to contractual obligations regarding the processing of AI Input and AI Output that are materially consistent with the baseline data handling requirements of Section 2 and Section 3 of this AI Addendum.
6. INTELLECTUAL PROPERTY
(a) Without reducing Customer’s intellectual property rights reserved or granted under the Agreement, as between the Parties, all Intellectual Property rights anywhere in the world that are comprised within or which protect (i) AI or AI Tools developed exclusively on Customer’s behalf (if any) and (ii) AI Inputs supplied by, or on behalf of, Customer, are each exclusively owned by Customer. As between the Parties, all AI Outputs generated in connection with the Services, including those derived from Customer Data, , aggregated data, or data not specific to Customer, shall be owned by Company. Company hereby grants Customer a non-exclusive, worldwide, royalty-free license during the term of the Agreement (and for a period of ninety (90) days thereafter) to use AI Outputs generated in connection with the Services. For AI Outputs derived solely from Customer Data, the foregoing license shall be perpetual and irrevocable and shall survive expiration or termination of the Agreement.
(b) Customer acknowledges that due to the nature of the AI Tools, AI Output may not be unique, and different customers may receive similar or identical AI Output in response to similar AI Input.
(c) Notwithstanding the foregoing, Company retains ownership of (i) any pre-existing intellectual property, (ii) any improvements to Company’s pre-existing intellectual property that are not identified in writing in advance of development as being specific to Customer’s business, and (iii) general know-how, skills, methods and processes developed or enhanced during the performance of the Services that are not unique to Customer’s business, provided (i) through (iii) above shall not incorporate any of Customer’s Intellectual Property or Confidential Information.
7. REPRESENTATIONS AND WARRANTIES
Company represents, warrants, and covenants that:
(a) Any AI Tool developed by Company has been, and will be, developed, designed, Trained, marketed, modified, and used in compliance with this Addendum, applicable Law and relevant industry standards as set forth herein;
(b) No AI Tool developed by Company is or shall be designed or operate to discriminate against individuals in a manner that violates applicable Law;
(c) Company has all necessary rights, title and interest to use the AI Tool, all components to any AI Tool developed as the Services or a part of them, the AI Input, any foundational model, or any data or other information, content or materials provided by, deriving from, or owned by any person other than Customer or Company (or any of its affiliates) provided or used in connection with the Services, including such information that Company or its Model Providers use to Train AI Tools;
(d) To the Company’s best knowledge, no AI Tool or AI Output, as provided by Company, will infringe the Intellectual Property rights of any third party.
8. DISCLAIMER OF LIABILITY FOR AI OUTPUT
(a) Advisory Nature of AI Output. Customer acknowledges and agrees that AI Output is provided primarily for informational and advisory purposes only. AI Output is based on the data available to the AI Tools at the time of generation, may not account for all relevant factors or circumstances, and should be independently evaluated by Customer.
(b) Independent Verification Required. Customer is responsible for and strongly encouraged to independently verify and validate any AI Output before taking any action based thereon. Customer should exercise its own judgment, expertise, and discretion when evaluating and implementing any AI Output, understanding its advisory and informational nature as set forth in this Section 8.
(c) Efforts for Accuracy; Limitations. Company will use commercially reasonable efforts to ensure the AI Tools generate reliable and accurate AI Output. However, Customer acknowledges that AI Tools are not infallible, may produce errors, inaccuracies, or incomplete information, and that AI Output is provided without a guarantee of absolute accuracy, completeness, or reliability.
(d) Limitation of Liability for AI Output. In addition to any limitation of liability set forth in the Agreement, Company shall not be liable for any damages, losses, costs, or expenses arising from or related to Customer’s reliance on or implementation of any AI Output, except to the extent such damages, losses, costs, or expenses directly result from Company’s gross negligence or willful misconduct. Subject to this exception, Customer is responsible for its use of AI Output and any decisions made or actions taken based thereon.
(e) No Professional Advice. AI Output is not a substitute for, and does not constitute, professional advice (e.g., legal, financial, medical, or otherwise) and should not be relied upon as such. Customer should consult with appropriate qualified professionals before making significant business, legal, or other decisions based on AI Output.
9. INDEMNIFICATION
(a) Without affecting the generality of any provision in the Agreement regarding Intellectual Property or indemnification, Company shall indemnify, defend, and hold harmless Customer and its and their respective officers, employees and agents, from and against all damages, deficiencies, claims, actions, judgments, settlements, or other losses arising directly or indirectly from or in connection with a third party claim, demand or cause of action arising out of or related to (i) a breach of any representation, warranty and covenant under this AI Addendum, or (ii) Company’s gross negligence or willful misconduct in connection with the AI Tools. Company’s liability under this indemnification provision shall be subject to any limitation of liability in the Agreement.
(b) Without limiting the foregoing, Company’s indemnification obligations shall extend to any third-party claim alleging that Customer’s use of AI Output as permitted under this AI Addendum infringes a third-party copyright (“Output Claim”). Company’s indemnification obligations regarding Output Claims shall not apply to the extent resulting from: (i) Customer’s failure to use the AI Tools in accordance with the Documentation, including any failure to use provided safety filters or guardrails; (ii) Customer providing infringing or allegedly infringing AI Input, or AI Input designed to, or reasonably likely to, generate infringing AI Output; or (iii) Customer’s modification of AI Output, or combination of AI Output with other materials, where the alleged infringement would not have occurred but for such modification or combination. Company’s liability for Output Claims shall be subject to the limitation of liability in the Agreement.
10. ADDITIONAL CUSTOMER PROTECTIONS
(a) Transparency. Company will provide Customer with clear documentation regarding the capabilities, limitations, and intended uses of the AI Tools. This includes information about the types of data used to train the AI models, potential biases, and known limitations, subject to the confidentiality and trade secret protections set forth in Section 4(a)(iii).
(b) Data Privacy. Company will process customer data in accordance with applicable data protection laws and the terms of the Agreement. Company will implement appropriate technical and organizational measures to protect customer data used in connection with the AI Tools.
(c) Human Oversight. Company will maintain human oversight of the AI Tools as required by applicable law and industry standards to monitor performance, address issues, and ensure compliance with this Addendum. AI Tools that are designed to initiate actions affecting Customer data or third-party communications may include mechanisms for human review and approval prior to execution, to the extent supported by the AI Tool’s configuration and Customer’s administrative settings.
(d) Explainability. Upon Customer’s reasonable request, Company will use commercially reasonable efforts to provide explanations regarding how specific AI Output was generated, to the extent technically feasible and subject to the limitations of third-party models.
(e) Termination Rights. If it is determined by a competent authority or through a material, substantiated risk assessment that any AI Tool poses a material risk to Customer’s business, reputation, or compliance obligations, Customer may suspend or terminate its use of such AI Tool upon written notice to Company, provided that Company has been given a reasonable opportunity to remediate such risk and has failed to do so.
11. REGULATORY CHANGE.
(a) Regulatory Change Event. If, after the Addendum Effective Date, any of the following occurs (each, a “Regulatory Change Event”): (i) a material new Law relating to AI is enacted or becomes effective; (ii) an existing Law relating to AI referenced in or applicable to this Addendum is materially amended, repealed, or superseded; (iii) a US federal Law preempts or displaces state or local AI-related requirements; or (iv) a court of competent jurisdiction or regulatory authority issues a final, non-appealable ruling that materially affects either party’s obligations under this Addendum, either party may provide written notice to the other requesting good faith negotiations to amend this Addendum to address the Regulatory Change Event.
(b) Negotiation Process. Upon receipt of such notice, the parties shall negotiate in good faith for a period of sixty (60) days (or such longer period as mutually agreed) to agree upon appropriate amendments to this Addendum. Neither party shall be obligated to agree to any particular amendment, and the failure to reach agreement within such period shall not constitute a breach of this Addendum by either party.
(c) Company’s Compliance Rights. Notwithstanding any other provision of this Addendum, if a Regulatory Change Event requires Company to modify its practices, procedures, or AI Tools to comply with applicable Law, Company may implement such modifications upon reasonable notice to Customer, provided such modifications do not materially diminish the core functionality of the Services. If a Regulatory Change Event renders Company’s performance of any obligation under this Addendum illegal, impossible, or commercially impracticable, Company may suspend the affected portion of the Services or obligations without liability until such time as the parties agree upon an amendment or the impediment is resolved.
(d) Cost Allocation. If compliance with a Regulatory Change Event requires Company to incur material additional costs that were not reasonably foreseeable as of the Addendum Effective Date, the parties shall negotiate in good faith regarding an equitable allocation of such costs, which may include an adjustment to the fees payable under the Agreement.
(e) Preemption. If a federal Law expressly preempts or displaces any state or local Law that formed the basis for any obligation in this Addendum, Company’s obligations shall automatically be deemed modified to reflect the less burdensome applicable standard, and any provisions of this Addendum that exceed federal requirements solely due to the preempted state or local Law shall be deemed amended to conform to federal requirements.
12. DATA RIGHTS ADDENDUM
If the parties execute a Data Rights Addendum or equivalent data rights instrument (a “DRA”), the restrictions set forth in Section 2, the data isolation requirements of Section 3(d), and the intellectual property ownership provisions of Section 6(a) of this AI Addendum shall be subject to any affirmative data use grants or modifications set forth therein, and to the extent of any conflict between this AI Addendum and such DRA regarding the scope of permitted data use, data isolation, or intellectual property ownership of AI Outputs, the DRA shall control. For the avoidance of doubt, except as expressly modified by a DRA, the governance, security, transparency, cooperation, and responsible AI obligations set forth in Sections 3 through 11 of this AI Addendum shall remain in full force and effect notwithstanding any DRA.