AI Output & No-Guarantee Disclaimer

Last updated: 2026-06-26

What this document is. This AI Output & No-Guarantee Disclaimer (this "Disclaimer") is the protective rider that governs the two things Recovea is most often, and most dangerously, assumed to stand behind but does not: (1) the accuracy, quality, safety, and fitness of AI output produced by the third-party models the Customer chooses to route to; and (2) any savings, cost, or financial outcome. It states two distinct no-guarantees that must never be blurred:

AI output is generated by third-party Providers' models that the Customer selects, on the Customer's own Provider Keys, is routed as is, and carries no accuracy, completeness, quality, safety, lawfulness, non-infringement, or fitness guarantee from Recovea. Recovea does not author, control, review, or endorse it.

Savings are never guaranteed. Recovea makes no present-tense or guaranteed savings claim. A savings figure becomes "Verified Savings" only after it is measured on the Customer's own traffic, net of quality, has passed Recovea's quality-evaluation process, and is recorded on the Customer's append-only Ledger. Any Verified-Savings revenue share is OFF and proof-pending at launch and is not part of these launch terms.

The honesty boundary (load-bearing). This Disclaimer describes the Service as it actually exists today. It warrants no capability that is merely planned, and it honors Recovea's honesty bar: Recovea never states a guaranteed or present-tense savings amount or percentage; savings are always "we measure your number," measured on the Customer's own traffic, net of quality, never estimated-and-presented-as-savings, and the words "verified," "settled," and "proven" are reserved exclusively for a figure recorded on the Customer's Ledger that has passed Recovea's quality-evaluation process. Where any marketing surface, dashboard label, calculator, documentation page, or sales statement appears to promise output accuracy, output quality, fitness, a specific savings figure, uptime, or a guaranteed outcome, this Disclaimer (read with the Agreement) controls and no such promise is made.

0. Status, parties, scope, and order of precedence

0.1 Parties. This Disclaimer is published by Recovea, Inc., a Delaware corporation, with a notice address at 2810 N Church St STE 89986, Wilmington, DE 19802 ("Recovea," "we," "us," "our"), and applies to the Customer that accepts it ("Customer," "you," "your"). The Customer is responsible for binding each of its Authorized Users to terms at least as protective of Recovea as this Disclaimer and the Agreement, and is liable for each Authorized User's acts and omissions in connection with the Service as if they were the Customer's own; an Authorized User's use of, or reliance on, Output is the Customer's responsibility whether or not the Authorized User has separately accepted this Disclaimer. Recovea is a bootstrap-funded US company; nothing in this Disclaimer concerns investment or securities.

0.2 Incorporation into the Agreement. This Disclaimer is incorporated into, and forms part of, Recovea's Terms of Service ("ToS") and any Master Service Agreement ("MSA"), Order Form, Statement of Work, or beta / design-partner agreement between the parties (collectively, the "Agreement"). Capitalized terms used but not defined here have the meanings given in the Agreement and in the shared defined-terms set carried across the Recovea legal suite (§1). Where Recovea Processes Customer Personal Data on the Customer's behalf, the Recovea Data Processing Addendum ("DPA") — including its CCPA/CPRA service-provider terms and US-state addendum — is automatically incorporated into and forms part of the Agreement; the international-transfer addendum remains dormant (US-only) but available. This Disclaimer is not a standalone international-transfer representation; cross-border processing mechanics, to the extent ever engaged, live only in the DPA.

0.3 What the Service is, in one line. The Service is a neutral, BYO-Key (Bring Your Own Key), OpenAI-compatible AI-spend gateway and observability instrument. The Customer points its application's base_url at Recovea (api.recovea.ai) instead of directly at its model Provider; Recovea proxies and meters the request in-path on the Customer's own Provider Keys; and Recovea delivers cost visibility, budget caps, alerts, attribution, and an append-only cost record (and, on the paid tier, applied Levers). Recovea is not a model provider and does not generate AI output. The Customer brings and owns its Provider accounts, relationships, and API keys and pays the Providers directly; Recovea never resells, marks up, sponsors, funds, or takes custody of Provider tokens or Provider spend. See the BYO-Key Addendum and the ToS for the full description.

0.4 Order of precedence (narrow carve-out). On the specific subjects of (a) AI output accuracy, quality, safety, and fitness, and (b) any savings, cost, or financial outcome, this Disclaimer controls over the body of the ToS and over any other Recovea statement. On all other matters, the Agreement's order of precedence governs: a signed Order Form (where it so states) > the MSA (which supersedes the click-through ToS for matters it covers) > the DPA (which controls for the Processing of personal data) > the BYO-Key Addendum (which controls only on Provider Key handling, Provider Terms, Provider Charges, and runaway-spend allocation) > incorporated policies (including this Disclaimer) > the ToS body. Notwithstanding that order of precedence, on the two subjects identified in this Section this Disclaimer controls over any conflicting term in any higher-ranked document, so that no stray warranty in an Order Form, MSA, or other instrument can create, revive, or enlarge a guarantee of Output or of any savings, cost, or financial outcome. This narrow carve-out is limited to the two subjects in this Section and does not displace, narrow, or enlarge the Agreement's limitation-of-liability, liability-cap, indemnification, dispute-resolution, or data-protection architecture, which continue to govern in full.

0.5 Business use only; eligibility. The Service is offered to businesses and organizations for business or professional use only, by Authorized Users who are at least 18 years old, and not for personal, family, or household use. By accepting this Disclaimer on behalf of an entity, the accepting individual represents that they have authority to bind that entity.

0.6 Regulated and special-category data. The Customer must not submit through the Service any protected health information (HIPAA), payment-card / cardholder data (PCI), biometric identifiers, government-issued identifiers, children's data, or other special-category or regulated data, unless separately agreed by Recovea in a signed writing. Recovea is not a HIPAA Business Associate, and the Service is not HIPAA- or PCI-validated. The Customer is solely responsible for compliance with the laws applicable to its data and for not transmitting such data through the Service.

0.7 Early access. The Service is offered on an early-access basis to founding design partners and early Customers, as is, with earliness priced into the terms. See the Beta / Early-Access materials in the Agreement.

1. Defined terms

Capitalized terms not defined here have the meaning given in the Agreement and the shared Recovea defined-terms set. The following are load-bearing for this Disclaimer.

1.1 "Service" means Recovea's hosted AI-spend gateway and the related instrument family, dashboards, APIs, CLIs (recoveactl), tooling, software, and documentation Recovea makes available, together with any optimization, additional features and capabilities Recovea may offer Recovea may make available (collectively, the "Services"). Any such capability is governed by the terms in effect when Recovea makes it available and is not active or licensed under this Disclaimer unless Recovea expressly states otherwise.

1.2 "Output" means any and all model output the Customer obtains through the Service — completions, chat responses, embeddings, tool/function calls, images, audio, transcriptions, structured data, or any other content produced by a Provider's model in response to a request routed through the Service. Output is the response portion of Inference Content.

1.3 "Inference Content" means the request and response content proxied in-path through the Service (the Customer's prompts and inputs and the Provider's Output), as defined in the Agreement and the DPA.

1.4 "Provider" means a third-party model provider the Customer selects and routes to — for example, OpenAI (OpenAI-compatible /v1), Anthropic (/anthropic), and OpenRouter — reached under the Customer's own Provider accounts and Provider Keys at the Customer's direction. The Customer's Providers are the Customer's processors, recipients, and/or independent controllers, not Recovea sub-processors.

1.5 "Provider Keys" means the Customer's own API keys and credentials for its Provider accounts, which the Customer brings, owns, and against which the Customer is billed by the Provider directly.

1.6 "Usage Data" means the per-request cost and operational metadata Recovea derives and records (model, token counts, finish reason, timestamps, computed cost, and similar), as distinct from Inference Content bodies.

1.7 "Customer Personal Data" means personal data or personal information (as those terms are defined under applicable data-protection law) that Recovea Processes on the Customer's behalf in providing the Service, as further described in the DPA.

1.8 "the Ledger" means Recovea's append-only, offline re-derivable record of per-request cost metadata maintained for the Customer; it is the basis on which any Recovea invoice and any future Verified-Savings figure is substantiated.

1.9 "Levers" means the in-path optimizations the paid tier may apply at the Customer's election. At launch the only live Levers are byte-identical exact-cache and dedup / single-flight — zero-quality-risk mechanisms whose realistic effect is modest and traffic-dependent. Recovea may introduce additional Levers from time to time, each governed by the terms in effect when Recovea makes it available; no Lever other than byte-identical exact-cache and dedup / single-flight is live at launch.

1.10 "Verified Savings" means a realized cost-reduction delta, measured on the Customer's own traffic, net of quality, that has passed Recovea's quality-evaluation process and is recorded on the Customer's Ledger. A figure that has not passed Recovea's quality-evaluation process on the Customer's own traffic is not Verified Savings; it is an estimate (§4).

1.11 "Verified-Savings share" means a future, dormant, separately-agreed share of Verified Savings, off and proof-pending at launch and not part of these launch terms (§8).

1.12 "In-path" means the paid tier, on which the Service transits the Customer's request/response payload to fulfill and meter it. The Free tier is observe-only (metadata only) and is not in-path.

1.13 "Aggregated/De-identified Data" means data that has been aggregated and/or de-identified so that it no longer identifies, and cannot reasonably be used to identify, any individual or Customer, meeting the de-identification thresholds in the Privacy Policy and the DPA, and used by Recovea subject to a no-reidentification commitment.

1.14 "Fees" means the amounts payable to Recovea for the Subscription and any other Services, as set out in the applicable Order Form or pricing surface.

2. AI output comes from third-party models — Recovea does not generate it

2.1 Source of Output. All Output that the Customer obtains through the Service is generated by the third-party Provider's model that the Customer chooses to route to, using the Customer's own Provider Keys. Recovea does not author, generate, originate, control, select, train, review, edit, endorse, or verify the Output. Recovea transmits the Customer's request to the chosen Provider and returns the Provider's response.

2.2 Conduit, not a publisher. Recovea acts as a neutral conduit that passes the Customer's request to the Provider and the Provider's Output back to the Customer. Recovea exercises no editorial control over Output and takes no position on its content. Recovea has no affirmative duty to monitor, screen, moderate, or filter Output or Inference Content. Where the Customer enables a Lever (e.g., byte-identical cache or dedup on the paid tier), the substantive Output is still produced by a third-party model; a cache hit returns a byte-identical prior Provider response, never content synthesized by Recovea (§5).

2.3 No relationship created with the Provider; conduit characterization. The Customer's relationship for the model and its Output is directly with the Customer's Provider, under the Provider's own terms, and the Customer pays the Provider directly. Recovea is not a party to that relationship and is not the Provider's agent, reseller, sponsor, or funder, and does not take custody of or mark up Provider tokens or Provider spend. The Customer is responsible for complying with each Provider's terms, acceptable-use and usage-policy restrictions, data-handling settings, and output/usage rules. See the BYO-Key Addendum.

2.4 Routing is not a decision about content. Recovea's role is infrastructure, observability, and cost tooling. Recovea is not a provider, developer, or deployer of a high-risk AI system, nor a general-purpose-AI provider, under applicable AI laws; the corresponding deployer duties sit with the Customer. Recovea's routing of a request to a Provider is not individualized automated decision-making about any person and is not an evaluation, ranking, or judgment of Output content.

2.5 Provider behavior is outside Recovea's control. Models are non-deterministic and Provider-controlled. Output may vary between identical requests, between models, and over time as Providers update, deprecate, throttle, retire, re-price, or change their models, APIs, and policies. Recovea does not control and is not responsible for any of this. See the Availability & SLA Statement for fail-open behavior, and §6 below.

3. The Output is provided "AS IS" — no accuracy, quality, or fitness guarantee

3.1 AS-IS / AS-AVAILABLE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL OUTPUT, AND THE SERVICE THROUGH WHICH IT IS ROUTED, ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS. RECOVEA DISCLAIMS ALL WARRANTIES, CONDITIONS, AND REPRESENTATIONS WITH RESPECT TO OUTPUT, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND QUIET ENJOYMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. THIS DISCLAIMER IS MADE CONSPICUOUSLY AND IS INTENDED TO SATISFY THE WARRANTY-EXCLUSION FORMALITIES OF U.C.C. § 2-316 AND ANALOGOUS LAW.

3.2 No accuracy or reliability guarantee. Recovea does not warrant or guarantee that any Output is accurate, complete, current, truthful, reliable, non-infringing, secure, safe, lawful, unbiased, original, or fit for any purpose. AI models can and do produce Output that is incorrect, fabricated or "hallucinated," misleading, outdated, offensive, biased, infringing, or otherwise objectionable, including Output presented in a confident or authoritative tone yet wrong. Identical inputs may yield different Outputs. A cached Output may be stale relative to what the Provider's current model would return.

3.3 Not professional advice. Output is not professional advice and must not be treated as such. Output is not legal, medical, financial, tax, accounting, investment, insurance, engineering, safety, employment, or other professional or regulated advice, and no professional-client, fiduciary, or advisory relationship is created by the Service or by any Output. The Customer must obtain independent advice from a qualified human professional before acting in any domain where such advice is appropriate.

3.4 The Customer must independently verify. The Customer is solely responsible for independently reviewing, verifying, validating, and supervising all Output before relying on it, and for any decision made or action taken based on Output. A qualified human must remain in the loop wherever the stakes warrant it, and the Customer must independently check the accuracy of factual assertions in Output before relying on or sharing them.

3.5 No reliance for high-risk decisions. The Customer must not use Output as a sole or determinative basis for any decision that could result in death, personal injury, or serious physical, financial, legal, reputational, or environmental harm, including without limitation: medical, clinical, or mental-health decisions; legal advice or determinations; financial, credit, lending, underwriting, or investment decisions; employment, hiring, promotion, or termination decisions; insurance, housing, education, benefits, or other eligibility decisions; biometric identification or categorization, emotion recognition, and profiling, social-scoring, or automated decision-making that produces legal or similarly significant ("consequential") effects on a person; law-enforcement, immigration, or public-safety uses; safety-critical, life-critical, or real-time control systems (including transportation, medical devices, or critical infrastructure); or any use restricted by a Provider's policies or by applicable law. The Customer is responsible for implementing human review, testing, monitoring, disclosures, and fallback controls proportionate to the risk of its use, and bears all deployer obligations under applicable AI law (including state consequential-decision regimes such as the Colorado AI Act). See the high-risk-use restrictions in the Acceptable Use Policy ("AUP").

3.6 The Customer is responsible for its own products and use of Output. The Customer is solely responsible for its own applications, products, and services that use the Service; for the prompts, inputs, and content it sends; and for the Output it obtains and how it uses, displays, distributes, publishes, or relies on that Output, including compliance with all applicable laws, regulations, and third-party rights, and including providing its own end users a terms of use and privacy notice. The Customer is responsible for disclosing AI involvement to its own end users where law or context requires; Recovea has no such disclosure duty to the Customer's end users and no liability under the Customer's terms or privacy notice.

3.7 Ownership of Output; Recovea takes no position; no training on Service outputs. As between Recovea and the Customer, the Customer owns its prompts and Inference Content and, to the extent the Provider grants such rights, the Output. Recovea claims no ownership of, and grants no rights in, the Customer's prompts, Inference Content, or Output. Rights in and to Output — including ownership, license, usage, attribution, uniqueness, and training/opt-out treatment — are governed by the Customer's agreement with its Provider, not by Recovea, and Recovea takes no position on Output ownership. Because Output is model-generated, it may not be unique, and the same or similar Output may be produced for other users. Recovea does not warrant that any Output is non-infringing or free of third-party claims; that risk sits between the Customer and its Provider, and the Customer must make its own determination of the intellectual-property rights it holds in Output and its commercial usability. The Customer must not, and must not permit any third party to, use the Output, the Ledger, the Usage Data, or any other Service output to train, develop, fine-tune, or improve any AI or machine-learning model, or to build any product or service that competes with the Service.

3.8 Recovea does not train on the Customer's content. Recovea does not use the Customer's Inference Content, prompts, or Output to train, fine-tune, or improve any AI or machine-learning model. Recovea may use Aggregated/De-identified Data to operate and improve the Service and for its documented legitimate interests, as described in the Privacy Policy and the DPA, subject to a no-reidentification commitment. Whether and how a Provider uses the Customer's content is governed by the Provider's terms and the Customer's settings with that Provider — the Customer's responsibility. Recovea passes through Provider data-handling / zero-retention options where the Provider makes them available; see the BYO-Key Addendum.

4. No savings guarantee — and how "Verified Savings" actually works

4.1 Savings are never guaranteed. Recovea does not guarantee, warrant, promise, or represent any savings — no percentage, no dollar amount, no rate, no return on the Subscription, and no financial outcome. Recovea makes no present-tense or guaranteed savings claim. Any savings figure presented before or during use — including any scan result, calculator output, dashboard projection, illustrative example, or worked scenario — is a modeled estimate, not a promise. Actual savings, if any, depend on the Customer's traffic, configuration, Providers, models, quality requirements, and the Levers the Customer enables, and at launch the only live Levers are byte-identical exact-cache and dedup, whose realistic effect is modest and higher only on cacheable traffic.

4.2 Two lanes, never blurred. Every savings figure lives in exactly one of two lanes and is honestly labeled:

Estimated / modeled — a projection from a price model, calculator input, or aggregate test data; not measured on the Customer's own traffic. Labeled "estimated," "potential," "modeled," or "applied" as applicable, with assumptions stated inline. An estimate is never presented as Verified Savings, and is never labeled "verified," "settled," or "proven."
Verified Savings — the realized delta the Service actually produced on the Customer's own traffic, net of quality, that has passed Recovea's quality-evaluation process and is recorded on the Customer's append-only Ledger. A measured number is never presented as a forward guarantee.

4.3 "Verified" means Recovea's quality-evaluation process proved it. A savings result is "Verified" only when (a) the Lever that produced it has passed Recovea's quality-evaluation process, demonstrating the result was achieved without unacceptable quality loss for the Customer's traffic, and (b) the delta is recorded on the Customer's own Ledger. Until Recovea's quality-evaluation process proves a result for a given Lever on the Customer's traffic, that result is an estimate, not Verified Savings. Recovea reserves "verified," "settled," and "proven" exclusively for this measured, Ledger-recorded sense. The honesty framing is always "we measure your number," never an industry-average promise. Recovea makes no representation as to any customer count, and asserts no "percentage of customers who beat their estimate" statistic.

4.4 Verified Savings and any gain-share are off and proof-pending at launch. Verified Savings and any Verified-Savings share are mechanically disabled at launch and remain mechanically disabled until and unless separately activated under §8.4 — not before a future date Recovea designates in writing, and only after the predicates in this Section exist (including sufficient per-account Ledger history, a sound quality-evaluation process, and the necessary calibration for the Customer). "Proof pending" means no Verified Savings figure is asserted and no share Fee is charged. See §8.

4.5 A Lever does not warrant Output quality. Where the Customer enables a Lever, the substantive Output is still produced by a third-party model, and §§2–3 (no accuracy/quality/fitness guarantee) continue to apply in full. Recovea's quality-evaluation process is a quality guardrail for savings claims — it governs whether a savings number may be called Verified — and is not a warranty of Output accuracy, correctness, or fitness.

4.6 Illustrative figures are not typical results. Any worked example or scenario (for example, a "$X/mo → $Y saved" illustration) is hypothetical and illustrative only, must be visibly labeled "illustrative — not a typical result; results vary," with its assumptions shown, and must never read as a representative, typical, or expected result. No savings percentage or dollar figure appears in any Recovea headline.

5. Caching and dedup — what they do and do not change

5.1 Byte-identical behavior. On the paid tier, the cache and dedup / single-flight Levers serve a byte-identical prior Provider response for a qualifying repeated request, for the cache's TTL, keyed by a request hash. A cache hit therefore returns content previously produced by a third-party Provider's model, unaltered and never synthesized by Recovea. It carries the same no-accuracy/no-fitness disclaimer as any other Output (§§2–3), and it may be stale relative to what the Provider's current model would return now.

5.2 The Customer controls Levers. Levers are applied at the Customer's election. The Customer is responsible for deciding whether byte-identical reuse is appropriate for its use case (for example, where freshness or per-request variability matters) and for configuring or disabling Levers accordingly. See the Data Retention & Deletion Policy for cache storage and TTL, and the BYO-Key Addendum.

6. Third-party Providers, availability, and fail-open

6.1 Not responsible for Providers. Recovea is not responsible for any Provider's availability, latency, pricing, model behavior, model availability or deprecation, Output content, or policy/API changes, or for a Provider's throttling, suspension, or termination of the Customer's account, or for any Provider charge the Customer incurs. Provider Charges and runaway-spend allocation are governed by the BYO-Key Addendum.

6.2 No uptime guarantee at launch; fail-open is the safety net. Recovea offers no contractual uptime SLA, availability commitment, service credit, or uptime percentage at launch (see the Availability & SLA Statement); availability is best-effort. On in-path tiers, if a Recovea-added layer faults, traffic is designed to fail open to plain upstream Provider passthrough, and a full outage is recoverable by the Customer with a one-line, reversible base_url revert back to the Provider. Fail-open and the re-point escape hatch are design objectives and reversible mitigations, not warranties of availability or correctness. Recovea falls back before the first token where it can; once tokens begin streaming, a failure surfaces as a clean error, not a silent splice — Recovea does not claim mid-stream failover.

6.3 The Breaker is a design objective, not a guaranteed hard stop. The Breaker (budget caps, kill-switch, and 50/80/95% alerts) is designed to stop or alert on spend at the Customer's configured thresholds. It is a deliberate hard-stop objective, but it is not warranted to stop every charge in every condition, and it does not transfer to Recovea any liability for Provider Charges the Customer incurs. Use "designed to stop," not "will stop." See the BYO-Key Addendum for Provider Charge allocation.

7. Limitation of liability; this Disclaimer controls

7.1 No liability for Output or savings outcomes. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT (a) TO THE EXTENT SUCH LIABILITY CANNOT LAWFULLY BE EXCLUDED AND (b) FOR LIABILITY SUBJECT TO THE AGREEMENT'S SUPER-CAP OR UNCAPPED CARVE-OUTS, RECOVEA HAS NO LIABILITY ARISING OUT OF OR RELATING TO OUTPUT (including its accuracy, content, infringement, errors, omissions, or any reliance on or use of it) OR ANY SAVINGS, COST, OR FINANCIAL OUTCOME (including any difference between an estimate and a measured result, between a measured result and Verified Savings, or between any result and a Provider's current pricing or model behavior).

7.2 Subject to — and does not enlarge — the Agreement's liability architecture. Section 7.1 is subject to, and does not enlarge, narrow, or displace, the limitation of liability, the exclusions, the liability cap, the super-caps/carve-outs, and the indemnification provisions of the Agreement, which apply in full and which are stated solely in the Agreement. Recovea's exclusions of damages, its general and enhanced liability caps, and its uncapped carve-outs are as set out in the Agreement; this Disclaimer does not restate, modify, or supersede them, and in the event of any apparent inconsistency the Agreement's liability terms govern.

7.3 This Disclaimer controls (the subject-matter carve-out only). On AI output accuracy, quality, safety, and fitness, and on any savings, cost, or financial outcome, this Disclaimer controls over any other Recovea statement, including any conflicting term in any higher-ranked document (§0.4). Where any marketing copy, calculator, dashboard label, documentation, or sales statement appears to promise accuracy, quality, fitness, a specific savings figure, uptime, or a guaranteed outcome, this Disclaimer governs and no such promise is made. This control is limited to those subjects and does not displace the Agreement's liability or indemnity architecture (§0.4).

7.4 Statutory carve-outs. Some jurisdictions do not allow the exclusion of certain warranties or the limitation of certain liabilities; in those jurisdictions the foregoing applies to the maximum extent permitted by applicable law, and any non-excludable warranty is limited in duration and remedy to the minimum the law permits. Nothing in this Disclaimer excludes or limits liability that cannot lawfully be excluded or limited.

7.5 Basis of the bargain. The disclaimers, exclusions, and limitations in this Disclaimer and the Agreement are a fundamental basis of the bargain between the parties, reflect a reasonable allocation of risk given the conduit, BYO-Key, fail-open, and proof-pending posture and the Subscription price, and apply even if a limited remedy fails of its essential purpose.

8.1 Flat Subscription only at launch. At launch, the paid plan is flat Subscription only, billed via Stripe, comprising a Free tier (observe-only and in-path: metered, metadata-only, with no Levers or spend-control enforcement, and bodies not persisted by default) and one or more paid, in-path plans (the in-path gateway plus the control surface and the applied byte-identical cache and dedup Levers, with the proof Ledger silently accruing), in each case at the Fees set out in the applicable Order Form / pricing surface. No invoice is based on any savings figure at launch. Auto-renewal, cancellation, and refunds are governed by the Refund & Cancellation Policy, including compliance with the federal Restore Online Shoppers' Confidence Act (ROSCA, 15 U.S.C. §8401 et seq.) and applicable state automatic-renewal laws (including Cal. Bus. & Prof. Code §17600 et seq.) — clear renewal disclosure, affirmative consent, a pre-renewal reminder for annual terms, and easy online self-cancellation at least as simple as sign-up.

8.2 The Verified-Savings share (gain-share) is not active at launch. A future, separately-agreed Verified-Savings share — a share of the Customer's Verified Savings — is NOT live at launch, is mechanically/DB-disabled in production, and is not part of these launch terms. When and if it is ever activated, it will apply only to Verified Savings (measured, net-of-quality, Ledger-recorded — §4), never to an estimate, projection, or unproven figure, at the share rate and on the terms set out in the applicable Order Form / pricing surface at the time of activation, with the Customer's exportable Ledger as the substantiation of record. "Proof pending" means no share is charged.

8.3 Pricing-model reservation. Recovea may offer subscription, usage-based, and savings-/outcome-based pricing models; any savings-/outcome-based model applies only on the Customer's separate, affirmative election and only to Verified Savings as defined in §4. No Fee charged at launch is contingent on any savings figure.

8.4 Separate agreement and condition precedent. Any Verified-Savings-share offering will be a separate, separately agreed Order-Form schedule or amendment, gated by a condition precedent so that no share Fee can bill before measured, Ledger-recorded savings exist, and will require fresh, separately disclosed consent before activation. Until then, the Customer's only charge from Recovea is the Subscription Fee, payable regardless of any savings outcome and not a representation that any savings will be achieved.

9. Indemnification (allocated to the conduit posture)

9.1 Customer indemnity. In addition to any indemnity in the Agreement, and to the maximum extent permitted by law, the Customer will defend, indemnify, and hold harmless Recovea, its affiliates, and its personnel from and against any third-party claim, loss, liability, and expense (including reasonable attorneys' fees) arising out of or relating to: (a) the Customer's prompts, inputs, Inference Content, or use of Output, including any product or service the Customer builds with or on Output; (b) the Customer's breach of this Disclaimer, the AUP, a Provider's terms, or applicable law; (c) the Customer's reliance on Output, including any high-risk use prohibited or cautioned under §3.5; or (d) the Customer's failure to make any AI-involvement or other disclosure its own end users or applicable law require. Recovea provides no indemnity for Output, for the accuracy or non-infringement of Output, or for any savings or financial outcome, consistent with the conduit posture; any IP or other indemnity Recovea does provide is set out, and capped or carved out, exclusively in the Agreement.

9.2 Recovea IP indemnity (per the Agreement). Any Recovea indemnity for third-party claims that the Service as provided infringes a US patent, copyright, or trade secret is set out exclusively in the Agreement, is subject to the Agreement's general liability cap (not uncapped), excludes Provider outputs/models, Customer Content/Data/keys, combinations or modifications not made by Recovea, and use outside the Documentation or in breach, and provides Recovea's sole remedy of procuring the right, modifying, replacing, or terminating and refunding prepaid, unused Fees.

9.3 Procedure. Indemnification is subject to the Agreement's standard procedure (prompt notice, sole control of defense with the other party's reasonable cooperation, and no settlement admitting fault or imposing non-monetary obligations on the indemnified party without consent).

10. Canonical customer-facing disclaimer (short form)

The following (or a counsel-approved equivalent) accompanies Output surfaces and every savings figure.

AI output comes from third-party models and is provided "as is." Recovea routes your requests to the Providers you choose, using your own API keys — Recovea does not generate the output and does not guarantee its accuracy, completeness, quality, safety, or fitness for any purpose. Output can be wrong or fabricated; it is not professional advice; verify it independently and keep a human in the loop before relying on it, and never use it as the sole basis for a high-risk decision.

Savings are not guaranteed. Any figure shown before you route live traffic is an estimate; your actual savings, if any, are measured from your own traffic on Recovea's Ledger, net of quality, and are called "verified" only after Recovea's quality-evaluation process proves them without unacceptable quality loss. We measure your number — we never promise an industry average. Any verified-savings revenue share is not active at launch (proof pending).

11. General

11.1 Governing law. This Disclaimer is governed by the laws of the State of Delaware, USA, excluding its conflict-of-laws rules, and (where applicable) the U.S. Federal Arbitration Act. The U.N. Convention on Contracts for the International Sale of Goods does not apply.

11.2 Dispute resolution; arbitration; class-action waiver. Disputes are resolved under the Agreement's dispute-resolution clause, which this Disclaimer adopts. Any dispute arising out of or relating to this Disclaimer or the Service is resolved by binding arbitration before the American Arbitration Association (AAA) under its Commercial Arbitration Rules, by one arbitrator, seated in Wilmington, Delaware; judgment on the award may be entered in any court of competent jurisdiction. Each party brings claims only in an individual capacity, and class, collective, consolidated, and representative actions and class arbitration are waived. Carve-outs to court (the Delaware state or federal courts located in Wilmington, Delaware): (a) claims for injunctive or other equitable relief for actual or threatened infringement or misuse of intellectual property or breach of confidentiality; and (b) matters within the jurisdiction of small-claims court. Each party bears its own fees as provided by the AAA Commercial Arbitration Rules; the AAA Consumer Arbitration Rules do not apply (the Service is a business-to-business, business-property service). Persons who are not contracting parties (for example, security reporters or DMCA complainants) are not bound to arbitrate and are directed to the Delaware state or federal courts located in Wilmington, Delaware.

11.3 Changes. Recovea may update this Disclaimer; material changes are governed by the change-notice mechanism in the ToS. Forward-looking statements (including any future Verified-Savings share, or any planned security or reliability capability) are informational and are not present commitments.

11.4 Assignment. The Customer may not assign or transfer this Disclaimer or any rights or obligations under it, by operation of law or otherwise, without Recovea's prior written consent, except to a successor to all or substantially all of its business or assets that is not a Recovea competitor and assumes these terms. Recovea may assign it to an affiliate or in connection with a merger, acquisition, reorganization, or sale of assets. Any other purported assignment is void. This Disclaimer binds and benefits the parties and their permitted successors and assigns.

11.5 Force majeure. Recovea is not liable for any failure or delay caused by events beyond its reasonable control, including acts of God, natural disaster, war, terrorism, civil unrest, labor disputes, governmental action, Internet, hosting, telecommunications, or power failures, denial-of-service or other attacks, and — given the conduit posture — any Provider's outage, throttling, deprecation, pricing or policy change, suspension, or termination.

11.6 Notices. Legal notices to Recovea must be sent to legal@recovea.ai and to Recovea, Inc. at 2810 N Church St STE 89986, Wilmington, DE 19802. Recovea may give notice to the Customer by email to the Customer's account contact or by posting in the Service. Privacy inquiries: privacy@recovea.ai · security@recovea.ai · dmca@recovea.ai.

11.7 Electronic delivery and consent. The Customer consents to receive this Disclaimer, the Agreement, and all related notices and disclosures electronically, and agrees that electronic acceptance (including click-through) and electronic records satisfy any legal requirement that such communications be in writing, consistent with the U.S. ESIGN Act and UETA.

11.8 Entire agreement; conflict. This Disclaimer, together with the Agreement and the documents it incorporates, is the entire agreement between the parties on its subject matter and supersedes prior or contemporaneous understandings on that subject matter. In the event of a conflict, the order of precedence in §0.4 governs.

11.9 Severability; no waiver. If any provision of this Disclaimer is held unenforceable, that provision is enforced to the maximum extent permissible and the remaining provisions remain in full force. Recovea's failure to enforce any provision is not a waiver of it.

11.10 Survival. Sections 1 through 10 and this Section 11, and any other provision that by its nature should survive — including the AS-IS and no-guarantee disclaimers, the BYO-key conduit and fail-open disclaimers, the no-training and IP provisions, the limitation of liability, and the indemnities — survive termination or expiration of the Agreement and the Customer's use of the Service.

12. Forward-looking (24-month) considerations

This section is informational and flags developments that may require updates to this Disclaimer. It is not a present commitment.

AI-law phase-ins. Transparency and governance obligations for AI systems and general-purpose AI continue to mature. Because Recovea routes (but does not produce) third-party Output as an infrastructure/observability conduit, allocate provider-vs-deployer-vs-conduit duties carefully and revisit the "Recovea does not author Output" and "not a deployer" framing as guidance develops.
Colorado AI Act and the expanding US state AI/privacy patchwork. Duties around AI used in consequential decisions reinforce §3.5 and the allocation of deployer responsibility to the Customer. Keep AI-involvement-disclosure allocation current.
FTC enforcement on AI capability and "verified"/substantiation claims. Continued scrutiny of objective performance and savings claims. Any "verified" or attestation claim must be tightly aligned with the savings-substantiation standard and the underlying substantiation record before it is scaled publicly.
Output IP / training-data litigation. Ongoing copyright and IP litigation against model providers may shift Output-infringement risk allocation; keep §3.7 (risk sits between Customer and Provider; Recovea takes no position) under review.

Prepared as a Phase-0 launch-readiness rider. Output is third-party, routed as-is on the Customer's own Provider Keys, with no accuracy/quality/fitness guarantee and is not professional advice; savings are never guaranteed and are "Verified" only when Recovea's quality-evaluation process proves them, net of quality, on the Customer's own traffic; any Verified-Savings share is OFF and proof-pending at launch.