Terms of Service

1. Introduction

Welcome to AI Taggers. These Terms of Service ("Terms") govern your use of data annotation and labeling services provided by AI Taggers ("we," "us," "our," "Company").

By engaging our services, you ("Client," "you," "your") agree to be bound by these Terms.

If you do not agree to these Terms, please do not use our services.

2. Services Provided

2.1 Scope of Services

AI Taggers provides professional data annotation and labeling services, including but not limited to:

• Image annotation (bounding boxes, segmentation, classification, keypoints, polygons)
• Video annotation (object tracking, action recognition, video segmentation)
• Text annotation (NER, sentiment analysis, classification, intent detection)
• Audio annotation (transcription, speaker diarization, audio classification)
• 3D and LiDAR annotation (point cloud segmentation, 3D bounding boxes)
• Document processing (form extraction, OCR, table extraction)
• Custom annotation solutions tailored to client requirements

2.2 Service Delivery

Services are delivered according to agreed project specifications, timelines, and quality standards as outlined in individual project agreements or statements of work ("SOW").

3. Client Obligations

3.1 Data Provision

You agree to:

• Provide clear, complete, and accurate data for annotation
• Ensure you have legal rights to the data you provide
• Provide clear annotation guidelines and requirements
• Respond to clarification requests in a timely manner (within 48 business hours)
• Provide representative samples for pilot projects

3.2 Legal Compliance

You represent and warrant that:

• You own or have legal rights to all data provided
• Your data does not infringe on third-party intellectual property rights
• You have obtained necessary consents for personal data (if applicable)
• Your use of our services complies with all applicable laws and regulations

3.3 Acceptable Use

You agree NOT to:

• Provide illegal, harmful, or malicious content
• Use our services to violate any laws or regulations
• Provide data containing child exploitation material (zero tolerance)
• Use our services to develop weapons, surveillance systems for oppressive regimes, or other harmful applications
• Attempt to reverse-engineer or compromise our systems or processes

4. Our Obligations

4.1 Service Quality

We commit to:

• Deliver annotation services meeting agreed quality standards
• Provide multi-stage quality assurance as specified
• Maintain confidentiality of your data (see Section 8)
• Deliver services within agreed timelines
• Provide regular progress updates and quality reports

4.2 Professional Standards

We will:

• Use qualified, trained annotators appropriate to your domain
• Implement rigorous quality control processes
• Maintain secure data handling practices
• Communicate transparently about project status, challenges, and issues

5. Pricing and Payment

5.1 Pricing

Pricing is based on:

• Annotation type and complexity
• Data volume
• Quality requirements
• Timeline and urgency
• Domain specialization required

Pricing will be specified in individual project quotes or SOWs.

5.2 Payment Terms

Standard payment terms:

• Small projects (<$5,000 USD): 100% payment upfront
• Medium projects ($5,000-$20,000 USD): 50% upfront, 50% on delivery
• Large projects ($20,000-$50,000 USD): 30% upfront, 70% on delivery
• Very large projects (>$50,000 USD): Milestone-based payments as agreed
• Enterprise clients: Net 30 terms available upon approval

5.3 Late Payment

If payment is not received by the due date:

• We reserve the right to pause work until payment is received
• Late payments may incur interest charges of 1.5% per month (18% annually)
• Continued non-payment may result in service suspension and legal action

5.4 Refunds

Refund policy:

• Pilot projects: If you are unsatisfied with pilot quality and we cannot resolve issues, full refund available
• Production projects: Refunds available if we fail to meet agreed quality standards and cannot remediate
• No refunds for completed work meeting agreed specifications
• No refunds if you change requirements after work begins (changes subject to re-pricing)

6. Project Workflow

6.1 Project Initiation

Standard workflow:

1. Discovery: You share requirements, sample data, and guidelines
2. Proposal: We provide detailed quote, timeline, and quality standards
3. Agreement: Both parties agree to SOW and payment terms
4. Pilot: We annotate pilot batch (typically 500-1,000 samples)
5. Review: You review pilot quality and provide feedback
6. Production: Upon approval, full-scale annotation begins
7. Delivery: Completed annotations delivered in agreed format
8. Acceptance: You review and accept final deliverables

6.2 Changes and Modifications

Scope changes:

• Minor guideline clarifications: No additional charge
• Significant scope changes (new classes, attributes, annotation types): Subject to re-pricing and timeline adjustment
• Changes requested after work begins may incur additional fees and delays

Change request process:

1. Client submits change request in writing (email to info@aitaggers.com.au)
2. We assess impact on timeline, cost, and completed work
3. We provide revised quote and timeline
4. Client approves or declines changes
5. If approved, work proceeds under revised terms

6.3 Delays and Extensions

If delays occur due to Client:

• Delayed data provision
• Delayed feedback or approvals
• Changed requirements

We reserve the right to:

• Extend timelines proportionally
• Re-prioritize resources to other projects
• Charge for extended project management

If delays occur due to us:

• We will communicate promptly
• Provide revised timeline
• Offer remediation (rush delivery at no extra cost, if feasible)

7. Intellectual Property

7.1 Client Data Ownership

You retain all rights to:

• Your original data (images, videos, text, audio, documents)
• Your business information and trade secrets
• Your intellectual property

We claim no ownership of your data.

7.2 Annotation Ownership

Upon full payment:

• You own all annotations we create for your data
• You receive perpetual, worldwide, royalty-free license to use annotations
• You may use annotations for any legal purpose

7.3 Our Intellectual Property

We retain ownership of:

• Our annotation methodologies and processes
• Our proprietary tools and technologies
• Our quality assurance systems
• Our guidelines templates and training materials

You may not:

• Reverse-engineer our processes
• Replicate our methodologies for commercial purposes
• Share our proprietary tools with third parties

7.4 Anonymized Data Usage

We may use anonymized, aggregated data for:

• Internal quality improvement
• Research and development
• Case studies (with your permission)
• Performance benchmarking

We will NOT:

• Use your specific data for other clients
• Share identifiable client information without permission
• Use your data to train commercial AI models

8. Confidentiality and Data Security

8.1 Confidentiality Obligations

We agree to:

• Treat all client data as confidential
• Not disclose your data to third parties (except as required by law)
• Use your data solely for providing agreed services
• Require all employees and contractors to sign confidentiality agreements

Exceptions:

• Information already publicly available
• Information independently developed without access to your data
• Information required to be disclosed by law or court order

8.2 Data Security

Security measures we implement:

• Encrypted data transfer (HTTPS, SFTP, secure cloud upload)
• Encrypted data storage (AES-256 encryption at rest)
• Access controls (only authorized personnel access your data)
• Secure annotation environments (not public internet cafes)
• Audit logs (tracking who accessed what and when)
• Regular security audits and updates

8.3 Data Retention and Deletion

Standard data retention policy:

• We retain your data for 30 days after project completion (for potential revisions)
• After 30 days, we securely delete all data from our systems
• Deletion includes: original data, annotations, backups, temporary files

Custom retention available:

• Immediate deletion upon delivery (if you prefer)
• Extended retention for ongoing projects
• We provide written certification of deletion upon request

8.4 Data Breaches

In the event of a data breach:

• We will notify you within 72 hours of discovery
• We will provide details of the breach, affected data, and remediation steps
• We will cooperate fully with any investigation
• We will take immediate action to prevent further unauthorized access

9. Compliance and Regulations

9.1 Privacy Compliance

We comply with:

• Australian Privacy Act 1988 (Australian Privacy Principles)
• GDPR (General Data Protection Regulation) for EU data
• CCPA (California Consumer Privacy Act) for California data
• HIPAA (Health Insurance Portability and Accountability Act) for US healthcare data (with BAA)

9.2 Industry-Specific Compliance

For regulated industries:

• Healthcare: HIPAA compliance, Business Associate Agreements available, clinical validation documentation
• Financial Services: SOX compliance, PCI-DSS principles, financial data security
• Government: Data sovereignty options, security clearances available (upon request)
• Pharmaceuticals: GxP documentation, validation records

9.3 Export Control

You agree that:

• Our services are not used for prohibited purposes under export control laws
• You will not export annotations to sanctioned countries or entities
• You will comply with all applicable export regulations

10. Warranties and Disclaimers

10.1 Service Warranty

We warrant that:

• Services will be performed in a professional, workmanlike manner
• Services will meet agreed quality standards as specified in SOW
• Annotations will be delivered in agreed formats
• We have the right and ability to provide services

10.2 Quality Guarantee

If annotations do not meet agreed quality standards:

• We will re-annotate affected samples at no additional cost
• If quality issues cannot be remediated, you may terminate and receive refund for unacceptable work

10.3 Disclaimers

EXCEPT AS EXPRESSLY STATED, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED.

We disclaim:

• Warranties of merchantability
• Warranties of fitness for a particular purpose
• Guarantees that annotations will result in specific model performance
• Responsibility for how you use annotations (your AI application is your responsibility)

We are not responsible for:

• Model performance (we provide training data, not AI models)
• Downstream use of annotations
• Third-party tools or platforms you integrate with
• Regulatory approval of your AI products (though we support with documentation)

11. Limitation of Liability

11.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU FOR THE SPECIFIC PROJECT GIVING RISE TO THE CLAIM.

11.2 Exclusion of Consequential Damages

WE SHALL NOT BE LIABLE FOR:

• Indirect, incidental, special, or consequential damages
• Lost profits or revenue
• Lost data (except data we directly caused to be lost through negligence)
• Business interruption
• Cost of procurement of substitute services

EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.3 Exceptions

The above limitations do not apply to:

• Our intentional misconduct or gross negligence
• Our breach of confidentiality obligations
• Death or personal injury caused by our negligence
• Any liability that cannot be excluded or limited under applicable law

12. Indemnification

12.1 Your Indemnification

You agree to indemnify, defend, and hold us harmless from:

• Claims arising from your data infringing third-party IP rights
• Claims arising from your use of annotations (your AI applications)
• Your violation of these Terms
• Your violation of applicable laws or regulations

12.2 Our Indemnification

We agree to indemnify you from:

• Claims that our annotation services infringe third-party IP rights
• Our breach of confidentiality obligations
• Our gross negligence or willful misconduct

13. Term and Termination

13.1 Term

These Terms remain in effect for the duration of our business relationship and any active projects.

13.2 Termination for Convenience

Either party may terminate:

• Individual projects with 14 days written notice
• Ongoing relationships with 30 days written notice

Upon termination:

• You pay for work completed to date
• We deliver completed annotations
• We return or delete your data per your instructions

13.3 Termination for Cause

Either party may terminate immediately if:

• The other party materially breaches these Terms and fails to cure within 14 days of written notice
• The other party becomes insolvent, files for bankruptcy, or ceases operations
• Continued performance becomes illegal or impossible

Upon termination for cause by us (due to your breach):

• You pay for all work completed
• No refunds for payments already made

Upon termination for cause by you (due to our breach):

• You receive refund for paid work not delivered
• We return or delete your data immediately

13.4 Effect of Termination

Upon termination, the following survive:

• Payment obligations for completed work
• Confidentiality obligations (indefinite)
• IP provisions
• Indemnification obligations
• Limitation of liability
• Any provisions that by their nature should survive

14. Force Majeure

Neither party shall be liable for failure to perform obligations due to circumstances beyond reasonable control, including:

• Acts of God (natural disasters, pandemics, etc.)
• War, terrorism, civil unrest
• Government actions, laws, regulations
• Internet or telecommunications failures (beyond our network)
• Labor disputes or strikes

If force majeure occurs:

• Affected party must notify the other promptly
• Obligations are suspended for the duration
• Both parties will work in good faith to minimize impact
• If force majeure continues >90 days, either party may terminate without penalty

15. Dispute Resolution

15.1 Informal Resolution

Before initiating formal proceedings:

• Parties agree to attempt good-faith negotiation
• Send written notice of dispute to info@aitaggers.com.au
• Senior representatives from both parties will meet (in person or virtually)
• Attempt resolution within 30 days

15.2 Mediation

If informal resolution fails:

• Parties agree to mediation before litigation
• Mediation conducted in Melbourne, Victoria, Australia
• Mediator mutually agreed or appointed by Resolution Institute
• Each party bears own costs; mediator fees split equally

15.3 Governing Law and Jurisdiction

These Terms are governed by:

• Laws of Victoria, Australia
• Federal laws of Australia (where applicable)

Exclusive jurisdiction:

• Courts of Victoria, Australia
• You consent to personal jurisdiction in Victoria

15.4 Arbitration (Optional)

For disputes >$50,000 AUD:

• Either party may require binding arbitration instead of litigation
• Arbitration conducted under Resolution Institute Arbitration Rules
• One arbitrator, mutually agreed or appointed
• Arbitration seat: Melbourne, Victoria, Australia
• Language: English
• Decision is final and binding

16. General Provisions

16.1 Entire Agreement

These Terms, together with any SOW, constitute the entire agreement between the parties and supersede all prior agreements, understandings, and communications.

16.2 Amendments

We may update these Terms:

• Updates posted at aitaggers.com.au/terms
• Material changes communicated via email
• Continued use of services after changes constitutes acceptance
• For active projects, existing Terms apply unless mutually agreed otherwise

16.3 Assignment

You may not assign these Terms or any SOW without our written consent.

We may assign:

• To affiliates or subsidiaries
• In connection with merger, acquisition, or sale of assets
• With notice to you

16.4 Subcontracting

We may use subcontractors for:

• Annotation services (subject to same confidentiality and quality standards)
• Specialized domain expertise (e.g., medical professionals)

We remain fully responsible for subcontractor performance.

16.5 Independent Contractors

The parties are independent contractors.

• No partnership, joint venture, or employment relationship exists
• Neither party has authority to bind the other
• Each party responsible for own taxes and employment obligations

16.6 Notices

All legal notices must be sent to:

Notices are effective:

• Email: Upon confirmation of delivery
• Postal mail: 3 business days after sending

16.7 Waiver

Failure to enforce any provision does not waive our right to enforce it later. Waivers must be in writing and signed to be effective.

16.8 Severability

If any provision is found invalid or unenforceable:

• Remaining provisions remain in full effect
• Invalid provision modified to minimum extent necessary to make enforceable
• If modification impossible, provision deleted

16.9 Headings

Section headings are for convenience only and do not affect interpretation.

16.10 Counterparts

Agreements may be executed in counterparts (including electronic signatures), each constituting an original.

17. Contact Information

For questions about these Terms:

We aim to respond to all inquiries within 24 business hours.

18. Acknowledgment

BY USING OUR SERVICES, YOU ACKNOWLEDGE THAT:

• You have read and understood these Terms
• You agree to be bound by these Terms
• You have authority to enter into these Terms on behalf of your organization (if applicable)
• You will comply with all obligations under these Terms

Thank you for choosing AI Taggers!