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Recovea AI Governance & Responsible-AI Policy

Last updated: 2026-07-25

0. About this Policy

This AI Governance & Responsible-AI Policy (this "Policy") describes how Recovea, Inc., a Delaware corporation ("Recovea," "we," "us," or "our"), governs the design, operation, and offering of its products and services with respect to artificial intelligence ("AI"). Recovea is a bootstrap-funded United States company; nothing in this Policy concerns investment or securities.

This Policy is published as a statement of Recovea's responsible-AI posture and governance commitments. It is incorporated by reference into, and supplements, the Recovea Terms of Service (the "ToS"), any applicable Master Services Agreement (the "MSA"), the Data Processing Addendum (the "DPA"), the BYO-Key Addendum, the Acceptable Use Policy (the "AUP"), the Security Statement, and the Privacy Policy (collectively with this Policy, the "Agreement"). Capitalized terms used but not defined in this Policy have the meanings given to them in the Agreement.

This Policy is a governance and disclosure instrument. It does not expand Recovea's contractual warranties beyond what the operative documents expressly state, and it does not narrow, waive, or enlarge any disclaimer, limitation of liability, indemnity, or other protective term of the Agreement. In the event of a direct conflict between this Policy and a signed Order Form, the MSA, or the DPA on a matter those documents expressly govern, those documents control in accordance with the order of precedence stated in Section 23.

1. Definitions

For purposes of this Policy, the following terms have the meanings set out below. Other capitalized terms have the meanings given in the Agreement.

  • "Service" or "Services" means, collectively and as an umbrella, the Recovea-provided capabilities made generally available from time to time, which may include AI-spend metering and observability; cost optimization and request routing; spend control (budget caps, alerts, and kill-switch behavior); reporting and analytics; software development kits, command-line tools, and application programming interfaces; and related managed, hosted, and professional services, together with any feature, model, format, or capability that Recovea may add, modify, or offer from time to time. The Services may include optimization, additional features and capabilities Recovea may offer; any such capability is governed by the terms in effect when Recovea makes it available and is not active or licensed under this Policy unless Recovea expressly states otherwise. Recovea reserves the right, in its sole discretion, to add, remove, or modify features and to offer alternative pricing or billing models (including subscription, usage-based, and savings- or outcome-based models), as further described in the Agreement.
  • "Customer" means the business entity that subscribes to or uses the Services under the Agreement. The Services are offered to business customers only, for business use, and are not intended for personal, family, or household use; Authorized Users must be 18 or older.
  • "Authorized User" means an individual whom the Customer permits to access or use the Services on the Customer's behalf.
  • "Provider" means a third-party AI model, inference, or platform provider (for example, OpenAI, Anthropic, or OpenRouter) with which the Customer has its own account and agreement.
  • "Provider Keys" means the Customer's own credentials, API keys, and account access for its Providers.
  • "Inference Content" means the request and response content (including prompts, inputs, completions, outputs, and associated payloads) that passes through or is processed by the in-path Services in connection with the Customer's AI inference traffic.
  • "Customer Data" means all data, content, and information that the Customer or its Authorized Users submit to, transmit through, or generate by use of the Services, including Inference Content, but excluding Usage Data and Aggregated/De-identified Data.
  • "Customer Personal Data" means personal data, personal information, or personally identifiable information (as those terms are defined under applicable data-protection law) that is contained within Customer Data and that Recovea Processes on the Customer's behalf, as further defined in the DPA. To the extent of any inconsistency in definition, the DPA controls for personal-data matters.
  • "Usage Data" means metadata and telemetry about the Customer's use of the Services, including request counts, timing, token counts, model identifiers, latency, error signals, cost figures, cache-hit signals, and similar operational measurements.
  • "the Ledger" means Recovea's hash-chained, append-only, offline re-derivable cost record that serves as the basis for cost reporting and, where and when applicable, billing.
  • "Levers" means the cost-reduction and efficiency mechanisms the Services may apply to eligible traffic, as described in Section 5.
  • "Verified Savings" means savings that Recovea has expressly designated as "verified" in writing, measured net of quality against a defined counterfactual on the Customer's own traffic, evaluated through an eval gate and witnessed by the Ledger, as further described in Section 6. Unless and until Recovea expressly designates a figure as "verified" in writing, all savings, cost, and efficiency figures are estimates or measurements, not Verified Savings.
  • "in-path" means that the Services proxy the Customer's live inference traffic between the Customer (or its Authorized Users and applications) and the Customer's Providers.
  • "Aggregated/De-identified Data" means data that has been aggregated and/or de-identified such that it does not identify, and cannot reasonably be used to identify, any individual or Customer, consistent with applicable law.

2. Responsible-AI Posture and Principles

Recovea's responsible-AI posture is grounded in the honesty boundary that governs the entire company: Recovea promises only capabilities that exist today and that the Ledger can prove or the fallback can guarantee. This posture is enforced operationally — including through automated claims controls in our continuous-integration pipeline and database-level controls that refuse to record a result as "verified" absent a passing evaluation gate — and not merely as aspiration.

Recovea governs its Services according to the following principles:

  1. Honesty and proof over hype. We do not state a savings, cost, or efficiency figure as "verified," "settled," or "proven" unless it has been evaluated net of quality against a defined counterfactual on the Customer's own traffic and witnessed by the Ledger. Any other savings, cost, or efficiency figure is an estimate or a measurement, not a guarantee. We measure the Customer's own number; we do not assert generalized savings claims.
  1. Neutrality. Recovea is a neutral conduit and instrument. We do not resell, mark up, sponsor, or fund Provider tokens or Provider spend; and we do not steer the Customer toward outcomes that benefit Recovea at the Customer's expense. Recovea may offer subscription, usage-based, and savings-/outcome-based pricing models; any savings-based model applies only on the Customer's separate, affirmative election.
  1. Customer control and human oversight. The Customer owns its Provider relationships and its data and retains decision authority over how AI is used in its business. Recovea provides instruments — to see, to control, to prove — and the Customer (not Recovea) acts as the deployer of any AI system in its operations.
  1. Transparency and explainability of the instrument. Recovea provides exportable, offline re-derivable cost records (the Ledger), a documented open ledger format, and a standalone verifier so that the Customer and, where applicable, its auditors can independently re-derive what the Services reported.
  1. Data minimization and purpose limitation. Recovea processes Customer Data only as necessary to provide and operate the Services as permitted by the Agreement, and does not use Customer Inference Content or Customer Personal Data to train, fine-tune, or otherwise develop AI models, as stated in Section 4.
  1. Security and resilience by design. Recovea applies the controls described in its Security Statement and operates a fail-open architecture, as described in Sections 5 and 9.
  1. Fairness and non-discrimination within scope. Within the scope of what the Services do (metering, optimization/routing, control, reporting, and any verification capability Recovea makes available), Recovea does not make automated decisions that produce legal or similarly significant effects about individuals, as described in Section 7.
  1. Accountability. Recovea maintains a named internal governance owner and an internal review process for AI-related changes, as described in Section 3.

3. Governance, Ownership, and Standards Alignment

3.1 Governance owner

Recovea maintains an internal AI Governance Owner accountable for this Policy and for Recovea's responsible-AI practices. At Recovea's current stage this function is held by Recovea's executive leadership and may be delegated to or supported by additional personnel or an internal review group as the organization grows. Questions, concerns, and reports relating to AI governance may be directed to legal@recovea.ai (with privacy matters to privacy@recovea.ai and security matters to security@recovea.ai).

3.2 Governance activities

Recovea's AI governance activities include, on a basis proportionate to Recovea's size and risk profile:

  • maintaining and periodically reviewing this Policy and the related Agreement components;
  • reviewing material changes to AI-relevant Service behavior (including changes to Levers, routing logic, caching, and any evaluation gate) before release;
  • maintaining the honesty-boundary controls described in Section 2, including the automated claims controls and the database-level controls that prevent recording a result as "verified" without a passing evaluation gate;
  • maintaining records relevant to the Ledger and to AI-relevant changes; and
  • monitoring developments in applicable AI law and adjusting practices as appropriate.

3.3 Standards alignment ("aligned to," not certified)

Recovea designs its AI-governance practices to be aligned to the U.S. National Institute of Standards and Technology AI Risk Management Framework (NIST AI RMF) and to the ISO/IEC 42001 AI management-system framework. Recovea is not certified to, registered under, or audited against, and does not represent that it holds any certification or attestation under, NIST AI RMF, ISO/IEC 42001, ISO/IEC 27001, SOC 2, or any similar standard. References to alignment describe the conceptual framework that informs Recovea's practices; they are not a representation of conformity, audit, registration, or certification, and they create no contractual warranty. Where Recovea later obtains a certification or third-party attestation, it will say so expressly and identify the issuing body and scope.

4. No Training on Customer Data or Inference Content

Recovea does not use Customer Data, Customer Inference Content, or Customer Personal Data to train, fine-tune, develop, or improve any machine-learning or AI model, whether Recovea's own or any third party's. Recovea does not sell Customer Inference Content and does not share it with third parties for those parties to train their models. Recovea does not, and the Agreement does not permit any party to, train any model on the Services' outputs or on the Ledger.

Recovea processes Customer Data, Inference Content, and Usage Data only as necessary to provide, secure, operate, meter, and support the Services, to bill in accordance with the Agreement, and to maintain the Ledger, in each case as permitted by the Agreement, the DPA, and the Privacy Policy. Usage Data and Aggregated/De-identified Data may be used to operate, secure, benchmark, and improve the Services and to develop new features, including model and routing development, in each case expressly subject to and without derogating from the restriction in this Section 4 against training on Inference Content or Customer Personal Data. Any Aggregated/De-identified Data must meet the de-identification and anonymization thresholds of applicable law (including, where applicable, Cal. Civ. Code § 1798.140(m) and GDPR anonymization standards), is subject to a documented commitment not to attempt re-identification, and does not identify any individual or Customer. The training restriction in this Section 4 is not circumvented by the creation of Aggregated/De-identified Data: Recovea does not reconstruct or use individual Customer Inference Content or Customer Personal Data to train models.

When the Customer's traffic reaches the Customer's own Providers, the Customer's Providers process that traffic under the Customer's own agreements with those Providers. Whether a Provider trains on, retains, or otherwise uses the Customer's traffic is governed by the Customer's agreement and configuration with that Provider, not by Recovea. Recovea is a neutral conduit and is not a party to the Customer's Provider agreements, as described in Section 8.

5. What the Services Do — and the Conduit / Non-Deployer Characterization

5.1 Conduit and instrument model

Recovea provides infrastructure, observability, cost, and verification instruments. In the in-path configuration, the Customer brings and owns its Provider accounts, relationships, and Provider Keys, and the Customer pays its Providers directly. Recovea is a neutral conduit that proxies the Customer's in-path traffic on the Customer's own Provider Keys. Recovea never resells, marks up, sponsors, funds, or takes custody of Provider tokens or Provider spend. The Customer's Providers are the Customer's own processors, recipients, or independent controllers — not Recovea sub-processors. This characterization is foundational and is stated identically across the Agreement.

5.2 Non-deployer / non-provider characterization under AI law

For purposes of the EU AI Act, the Colorado AI Act, and other U.S. state and federal AI laws, Recovea provides an infrastructure, observability, and cost tool acting as a conduit. Recovea does not act as, and does not intend to be characterized as, a "provider," "developer," or "deployer" of a high-risk AI system, or a provider of a general-purpose AI model ("GPAI"). Recovea does not build, train, fine-tune, or supply the underlying AI models; those are the Customer's Providers. Recovea does not put an AI system into service for the purpose of making consequential decisions about individuals. A party's regulatory role is ultimately determined by the facts and the applicable law; the allocations in this Section reflect the parties' intended roles and the way the Services are designed and offered.

The deployer (and, as applicable, controller) duties — including any duties relating to impact or risk assessments, transparency to affected individuals, human oversight of consequential decisions, bias testing of decision outcomes, record-keeping, and notices required by AI law — sit with the Customer as the entity that decides to use AI in its business and configures the use case. The Customer is responsible for determining whether its own use of AI through the Services constitutes a high-risk or regulated use under applicable law and for satisfying any resulting obligations. Recovea will provide reasonable information within its possession to support the Customer's compliance where required and as described in the Agreement, but Recovea does not assume the Customer's deployer or controller obligations.

5.3 Levers, routing, caching — honest description

The Services may apply Levers to reduce the Customer's AI spend. At present, the Levers that are live operate without quality risk:

  • Byte-identical exact-cache. Where enabled, the Services may return a previously observed response that is byte-for-byte identical to what the Provider returned for an identical request. Cached responses are byte-identical and are never synthesized, generated, or altered by Recovea.
  • Deduplication / single-flight. Where enabled, the Services may collapse duplicate concurrent identical requests so that the Provider is called once.

Savings from these Levers, where enabled, are labeled "measured" or "applied" — never "verified" — and realistic results are modest and depend on the cacheability of the Customer's traffic. Recovea does not route or substitute models on live traffic and will not represent routing as active unless and until it is.

5.4 Routing and Lever logic is not automated decision-making about individuals

The Levers, routing, caching, and control logic operate on infrastructure and cost signals — such as request hashes, model identifiers, token counts, latency, error states, and budget thresholds — to decide how to serve or meter a request economically and reliably. This logic does not evaluate, score, profile, or make decisions about natural persons, and it does not produce legal or similarly significant effects concerning any individual. It is not individual automated decision-making within the meaning of, for example, GDPR Article 22 or comparable U.S. state-law profiling and automated-decision provisions. The Services are not designed for, and must not be used as, an automated tool to make consequential decisions about individuals; if the Customer uses AI outputs obtained through the Services to make such decisions, that is the Customer's deployer activity and is governed by Section 5.2 and the AUP.

5.5 No affirmative content-monitoring or moderation duty

Recovea operates as a conduit and does not undertake any affirmative obligation to monitor, review, filter, moderate, or screen the content of the Customer's Inference Content for legality, accuracy, safety, intellectual-property status, or any other purpose. Routing a request is not a content-monitoring or moderation activity. Recovea may, but is not obligated to, take action it deems appropriate to protect the security, integrity, and lawful operation of the Services, to comply with law, or to enforce the AUP. The absence of monitoring is a deliberate design and legal posture, and nothing in this Policy creates a duty to monitor that the Agreement does not otherwise impose. Nothing in this Section limits Recovea's compliance with mandatory, non-waivable legal reporting obligations. Responsibility for the lawfulness, appropriateness, and consequences of the Customer's prompts, inputs, and use of outputs rests with the Customer.

6. Evaluation Gate — Advisory at Present

Recovea may offer an evaluation capability (an eval gate) that compares outputs under a defined methodology — for example, a paired non-inferiority comparison — to assess whether a cost-reducing change preserves quality on the Customer's own traffic.

At present, any such evaluation output is advisory. The Verified Savings methodology and any associated verified-savings billing are off and are mechanically and database-disabled; no verified-savings figure is produced and no verified-savings fee is or can be billed in this state. An evaluation result becomes the basis for a "verified" designation only where Recovea expressly designates the result "verified" in writing and the Ledger witnesses it. Until that occurs, Recovea will not represent evaluation outputs as "verified," "settled," or "proven," and will not bill any savings- or outcome-based fee. Activation of any verified-savings methodology or savings-/outcome-based billing requires separate, disclosed terms and the Customer's separate, affirmative election, as described in the Agreement, and is subject to a condition-precedent guard so that no such fee bills before measured, Ledger-verified savings exist.

7. Prohibited and High-Risk Uses; Alignment to AI Law and Provider AUPs

7.1 Customer responsibility for use cases

The Customer is solely responsible for its use of the Services and of any AI outputs obtained through the Services, including for determining whether a use case is permitted under applicable law and under the Customer's agreements with its Providers, and for satisfying any deployer, controller, transparency, or risk-management obligations that attach to that use case. Recovea provides instruments; the Customer decides how to apply them.

7.2 Prohibited and high-risk uses

The Customer must not use the Services, and must not permit any Authorized User to use the Services:

  • in any manner that violates applicable law, including AI-specific law (such as the EU AI Act and U.S. state AI laws), data-protection law, consumer-protection law, anti-discrimination law, or export-control and sanctions law;
  • for any use that applicable AI law prohibits or designates as an unacceptable-risk practice (for example, social scoring of individuals, manipulative or exploitative techniques causing harm, or unlawful biometric categorization or surveillance), to the extent such use would be effected through the Services;
  • for a high-risk or regulated AI use (for example, in employment, credit, housing, insurance, education, healthcare, public benefits, or law-enforcement decisioning) without the Customer independently satisfying all applicable legal requirements for that use, the Customer acting as the deployer and bearing all related duties;
  • to make automated decisions that produce legal or similarly significant effects about individuals without lawful basis, required human oversight, and required disclosures, all of which are the Customer's responsibility;
  • to submit protected health information (PHI) governed by HIPAA, PCI cardholder data, biometric identifiers, government-issued identifiers, children's data, or other special-category or regulated data, unless separately agreed in a signed writing. The Services are not intended for the submission of such regulated data and are not HIPAA- or PCI-validated. Recovea is not a HIPAA business associate and will not act as one absent a separately executed Business Associate Agreement. The Customer is solely responsible for compliance and for not transmitting such data;
  • in violation of the acceptable-use, content, safety, or other terms of any Provider whose Provider Keys are used through the Services; or
  • in any manner otherwise prohibited by the AUP.

7.3 Alignment to Provider AUPs

Because the Customer's traffic is served on the Customer's own Provider Keys to the Customer's own Providers, the Customer's use of the Services through a given Provider is subject to that Provider's acceptable-use, usage, and content policies. The Customer is responsible for complying with each applicable Provider's policies, and a violation of a Provider's policy may also constitute a violation of the AUP. Recovea's conduit role does not relieve the Customer of, and does not assume on the Customer's behalf, any obligation owed to a Provider.

7.4 Enforcement

Recovea may suspend, throttle, or terminate access to the Services in accordance with the AUP and the Agreement to address a violation or suspected violation of this Section 7 or to comply with law or a Provider requirement. Recovea's enforcement rights are discretionary and do not create a monitoring duty under Section 5.5.

8. BYO-Key Model and Third-Party Providers

The Customer uses its own third-party model-Provider Keys and accounts. Recovea does not resell tokens, is not a reseller or agent of any Provider, and is not a party to the Customer's agreements with its Providers. The availability, accuracy, quality, safety, and behavior of Provider models and outputs are determined by the Providers, not by Recovea. Recovea makes no representation or warranty regarding any Provider, Provider model, or Provider output, and the Customer's use of any Provider is governed by the Customer's agreement with that Provider, including with respect to whether the Provider trains on or retains the Customer's data. Runaway-spend allocation, Provider Charges, and Provider Key handling are addressed in the BYO-Key Addendum, which controls on those matters.

9. No Guarantee; Fail-Open Posture; AS-IS Disclaimer

9.1 Fail-open design objective

The Services are designed to "fail open": where the Services cannot serve a request, the architecture is designed to fall back before the first token streams so that the Customer can continue to reach its Providers, and the Customer may at any time reverse course through a one-line, reversible re-point of its base URL. "Fail-open" is a design objective and a reversible exit, not a warranty of availability, continuity, or correctness. Recovea uses "designed to" language deliberately. The Breaker budget-cap and kill-switch behavior is a deliberate hard-stop design objective and is likewise framed as "designed to stop," not "will stop" or "guaranteed to stop." Recovea does not claim mid-stream failover: once tokens begin to stream, a failure surfaces as a clean error rather than a silent splice between Providers or models.

9.2 No savings, quality, or availability guarantee

Recovea does not guarantee any savings, financial outcome, cost reduction, model output quality, accuracy, or fitness, or any level of uptime or availability, except as expressly stated in an applicable SLA or Order Form, if any. Any savings, cost, or efficiency figures are estimates or measurements unless Recovea expressly designates them "verified" in writing, as described in Section 6. Recovea does not provide a contractual uptime commitment or service credits at launch; the reliability mechanism is the fail-open architecture and the reversible base-URL re-point described above.

9.3 Disclaimer

THE SERVICES, INCLUDING ALL AI-RELATED FUNCTIONALITY, LEVERS, ROUTING, CACHING, EVALUATION OUTPUTS, REPORTS, AND THE LEDGER, ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, RECOVEA DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. RECOVEA DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY AI OUTPUT OBTAINED THROUGH THE SERVICES WILL BE ACCURATE, RELIABLE, SAFE, OR FIT FOR ANY PURPOSE. THIS DISCLAIMER IS MADE PURSUANT TO AND CONSISTENT WITH UCC § 2-316 AND IS MIRRORED, AND NOT NARROWED, ACROSS THE AGREEMENT. This Section 9.3 does not enlarge any warranty stated elsewhere in the Agreement.

10. Security, Data, and Privacy Cross-References

Recovea's technical and organizational security measures are described in its Security Statement, which is the conservative anchor for security claims; no statement in this Policy is intended to exceed it. Among the controls in effect, Customer secrets and sensitive data are encrypted at rest using AES-256-GCM under live AWS KMS envelope encryption with per-tenant encryption contexts (customer-managed-key controls, BYO-CMK, are planned and are not represented as live), with tenant-scoped isolation, in-memory decryption only, an egress allowlist limited to Provider and AWS domains, opaque server-side session and fail-closed authentication, append-only key-lifecycle audit logging, and Ledger export with offline re-derivation. Planned controls (including BYO-CMK, SSO/SAML/SCIM, a broader or customer-defined role matrix — role-based access control across the five workspace roles is live and enforced server-side, high availability, tested disaster recovery, region pinning beyond the single region, an independently third-party-verifiable artifact, and any SOC 2 / ISO 27001 / PCI status) are not represented as live and are described as planned only.

The processing of personal data through the Services is governed by the Privacy Policy and the DPA. Where Recovea Processes Customer Personal Data on the Customer's behalf, the DPA is automatically incorporated into and forms part of the Agreement, and includes CCPA/CPRA service-provider terms and the U.S.-state addendum by default; the international-transfer addendum remains dormant (U.S.-only) but available. As stated in those documents: Recovea is the controller of its own account, prospect, marketing, and personnel data, and is a processor (service provider) of Customer Personal Data contained within Inference Content, for which the Customer is the controller. The Customer's Providers are the Customer's own processors or independent controllers and are not Recovea sub-processors; Recovea's sub-processors are limited to the roster identified in the DPA / sub-processors list. The Service is hosted in the United States.

In the event of a security incident affecting Customer Personal Data, Recovea will notify affected Customers within the notification timeline defined in, and otherwise in accordance with, the DPA, the Security Statement, and the Incident Response materials. This Policy does not impose any incident-notification standard different from the timeline defined in the DPA, which governs.

10.1 Ledger integrity / erasure carve-out

The Ledger is a hash-chained, append-only integrity record. Where a Customer or individual exercises a deletion or erasure right, Recovea will delete or de-identify the applicable personal data as required by law; however, Recovea may retain a content-free integrity record (for example, a tombstone entry, the severance of identifiers by setting the associated customer identifier to null, and operator-run erasure tooling) that does not contain personal data, where retention of such a content-free record is necessary to preserve the integrity of the Ledger and is permitted by law. This carve-out is stated identically across the Privacy Policy, the DPA, the Retention materials, the Security Statement, and the AUP/Data-Rights materials.

11. Intellectual Property; Reservation of Rights

As between the parties, Recovea and its licensors own all right, title, and interest in and to the Services and all related software, the Ledger format and methodology, the evaluation methodology, models, algorithms, the "RECOVEA" mark, Aggregated/De-identified Data, documentation, and all related intellectual property, including all improvements and derivatives, subject only to the limited rights expressly granted in the Agreement. Recovea takes no position on the ownership of AI Outputs as between the Customer and its Providers; ownership and use of Outputs are governed by the Customer's agreement with the applicable Provider. The Customer retains its rights in Customer Data and Inference Content as provided in the Agreement. The Customer and its Authorized Users must not train, fine-tune, or develop any model on, or otherwise use for model-development purposes, the Services' outputs or the Ledger.

Reservation of rights. Recovea reserves all rights not expressly granted. Recovea may add, remove, or modify Service features and capabilities, and may offer alternative pricing or billing models (including subscription, usage-based, and savings- or outcome-based models), at its discretion and as described in the Agreement. The Services may include optimization, additional features and capabilities Recovea may offer, and any additional capabilities Recovea may offer from time to time; any such capability is governed by the terms in effect when Recovea makes it available and is not active or licensed under this Policy unless Recovea expressly states otherwise. Nothing in this Policy commits Recovea to release any particular feature, on any timeline, or at all.

Marks. Recovea's marks, including "RECOVEA," are asserted as common-law marks unless and until a registration issues; Recovea does not represent any mark as federally registered before registration issues.

12. Confidentiality

Each party's Confidential Information is protected as provided in the Agreement. For clarity, the Ledger, the evaluation methodology, Recovea's algorithms, and Recovea's security and AI-governance materials are Recovea Confidential Information; Customer Personal Data and Inference Content are Customer Confidential Information. Confidentiality obligations and survival (including the trade-secret, Customer-data, and Inference-Content carve-outs) are governed by the Agreement, and nothing in this Policy creates a residual-knowledge or residuals license that would erode the protection of the Ledger or Recovea's methodology.

13. Fees and Billing Optionality

Fees for the Services are stated in the applicable Order Form, subscription, or published pricing and are governed by the Agreement. Recovea may offer the Services under subscription, usage-based, or savings-/outcome-based models, and may introduce or change pricing models, at its discretion and subject to the Agreement and applicable law. Any savings- or outcome-based billing is off unless and until activated under separate, disclosed terms on the Customer's separate, affirmative election, and is subject to a condition-precedent guard so that no such fee bills before measured, Ledger-verified savings exist. Auto-renewal, cancellation, and refund mechanics are governed by the Agreement and comply with applicable law, including the 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.), through conspicuous renewal disclosure, affirmative consent, an easy online self-cancellation mechanism at least as easy as sign-up, and a pre-renewal reminder for annual terms. No dollar figures or percentages are stated in this Policy; pricing variables live in the Order Form and published pricing.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, LOST REVENUE, LOST SAVINGS (INCLUDING ANY EXPECTED OR ESTIMATED AI-COST SAVINGS), LOSS OF DATA, LOSS OF GOODWILL, OR PROVIDER CHARGES INCURRED ON THE CUSTOMER'S OWN PROVIDER ACCOUNTS, ARISING OUT OF OR RELATING TO THIS POLICY OR THE SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EXCEPT FOR THE UNCAPPED MATTERS DESCRIBED BELOW, EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THE SUBJECT MATTER OF THIS POLICY WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY THE CUSTOMER TO RECOVEA IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY AND (B) US $25,000 (the "General Cap"). For breach of confidentiality obligations and for breach of data-protection or security obligations, each party's aggregate liability will not exceed two (2) times the General Cap. The General Cap and the enhanced cap do not apply to: a party's indemnification obligations; the Customer's payment obligations; the Customer's breach of the license, Acceptable Use, or IP-ownership terms; or a party's fraud or willful misconduct, in each case to the extent not waivable under applicable law. A party's liability for gross negligence remains subject to the General Cap and the enhanced cap to the fullest extent permitted by applicable law; where, and only to the extent, applicable law does not permit liability for gross negligence to be so limited, such liability is limited to the maximum extent that law permits.

The exclusions and limitations in this Section 14 are an essential basis of the bargain between the parties, allocate risk between them, and will apply notwithstanding the failure of essential purpose of any limited remedy. This Section 14 states a governance-document allocation of risk consistent with, and subordinate to, the operative limitation-of-liability terms of the Agreement; in the event of conflict, the Agreement's limitation-of-liability provisions control and this Section will not be read to enlarge, narrow, or contradict them.

15. Indemnification

Indemnification is governed by the Agreement. Without limiting the Agreement, and to the extent the Agreement so provides, the Customer will defend, indemnify, and hold harmless Recovea from and against third-party claims arising out of the Customer's use of the Services in violation of law or the Agreement (including this Policy and the AUP), the Customer's Customer Data, prompts, inputs, or use of AI outputs, the Customer's BYO-Key and Provider use, the Customer's role as a deployer or controller of an AI use case, the Customer's violation of any Provider's terms, and the Customer's infringement or misappropriation of third-party rights.

Subject to the procedures and the General Cap in the Agreement, and to the extent the Agreement so provides, Recovea will defend the Customer against third-party claims alleging that the Services as provided by Recovea infringe a U.S. patent, copyright, or trade secret, excluding claims arising from Provider outputs or models, Customer Data or Provider Keys, any combination or modification not made by Recovea, or use outside the Documentation or in breach of the Agreement; Recovea's sole obligation and the Customer's sole remedy is for Recovea to procure the right to continue use, modify or replace the affected Services, or terminate the affected Services and refund prepaid, unused Fees. Recovea's intellectual-property indemnity obligation is subject to the General Cap and is not uncapped. The standard indemnification procedure (prompt notice, sole control of the defense by the indemnifying party, and reasonable cooperation) applies as stated in the Agreement.

16. Term, Changes to this Policy, and Termination

This Policy applies for so long as the Customer is subscribed to or uses the Services and survives termination as to provisions that by their nature should survive (including Sections 4, 5, 8, 9, 11, 12, 14, 15, and 17 through 24, together with the BYO-key conduit characterization and the fail-open and AS-IS disclaimers). Recovea may update this Policy from time to time to reflect changes in its practices, the Services, or applicable law. Recovea will update the "Last updated" date and, for material changes, will provide notice as required by the Agreement or applicable law. Material changes that are adverse to the Customer take effect only on prospective notice in accordance with the Agreement's amendment mechanics and do not modify a then-current committed subscription term without the Customer's affirmative consent. For non-material changes, or after a material change has taken effect following the required notice, continued use of the Services constitutes acceptance of the updated Policy, except where applicable law or the Agreement requires affirmative consent. Termination of the Services is governed by the Agreement.

17. Dispute Resolution; Arbitration; Class-Action Waiver

Disputes arising out of or relating to this Policy are subject to the dispute-resolution provisions of the Agreement, which provide as follows. Any dispute, claim, or controversy arising out of or relating to this Policy or the Services will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, before one arbitrator, seated in Wilmington, Delaware. Judgment on the award may be entered in any court of competent jurisdiction. The Services are a business-property service provided to business customers, and the parties intend the AAA Commercial Arbitration Rules to apply, subject to the Agreement's Consumer-Rules fallback and mass-arbitration protocol (Terms of Service §24.2 and §24.7 / MSA §23.2 and §23.6): if the AAA or a court of competent jurisdiction determines that the AAA Consumer Arbitration Rules apply to a dispute involving an individual, those rules govern that dispute and Recovea pays the filing, administrative, and arbitrator fees the AAA consumer fee schedule assigns to the business. Each party bears its own fees and costs in accordance with the AAA Commercial Arbitration Rules.

Class-action waiver. Claims may be brought only in a party's individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one party's claims or preside over any form of class or representative proceeding.

Carve-outs to court. Notwithstanding the foregoing, either party may bring (a) a claim for injunctive or other equitable relief for actual or threatened infringement or misuse of intellectual property or breach of confidentiality, and (b) a matter within the jurisdiction of a small-claims court, in each case in the state or federal courts located in Wilmington, Delaware, to whose exclusive jurisdiction the parties consent for such matters.

Non-contracting parties (such as security researchers and intellectual-property complainants) are not bound by the arbitration clause and may bring claims only in the state or federal courts located in Wilmington, Delaware. The same dispute-resolution architecture is stated identically across the Agreement and the public website terms.

18. Governing Law and Venue

This Policy and any dispute arising out of or relating to it are governed by the laws of the State of Delaware, excluding its conflict-of-laws rules, and, for any matter not subject to arbitration, the venue and forum are the state or federal courts located in Wilmington, Delaware. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

19. Assignment

The Customer may not assign or transfer this Policy or any rights or obligations hereunder, by operation of law or otherwise, without Recovea's prior written consent, except as permitted by the Agreement. Recovea may assign this Policy in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets, or as otherwise permitted by the Agreement. Any prohibited assignment is void. This Policy binds and benefits the parties and their permitted successors and assigns.

20. Force Majeure

Neither party will be liable for any delay or failure to perform (excluding payment obligations) to the extent caused by events beyond its reasonable control, including acts of God, natural disasters, labor disputes, war, terrorism, civil unrest, governmental action, epidemics or pandemics, Internet or utility failures, denial-of-service attacks, and failures or changes of third-party Providers or infrastructure.

21. Notices

Recovea may provide notices under this Policy by posting to its website, by email to the Customer's account contacts, or through the Services. Notices to Recovea relating to this Policy must be sent to legal@recovea.ai and to Recovea's notice address: Recovea, Inc., 2810 N Church St STE 89986, Wilmington, DE 19802. The same address is used as Recovea's registered notice address, designated DMCA agent address, sanctions principal, and privacy-controller address across the Agreement. AI-governance, privacy, and security inquiries may be directed to legal@recovea.ai, privacy@recovea.ai, and security@recovea.ai, respectively, and intellectual-property notices to dmca@recovea.ai.

22. Electronic Communications and Signatures

The Customer consents to transact and receive communications electronically. Electronic acceptance, records, and signatures have the same legal effect as handwritten signatures and paper records, consistent with the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN) and the Uniform Electronic Transactions Act (UETA).

23. Entire Agreement; Order of Precedence

This Policy, together with the other components of the Agreement, constitutes the entire understanding between the parties regarding its subject matter and supersedes prior or contemporaneous understandings on that subject matter. In the event of a conflict between this Policy and another component of the Agreement on a matter that component expressly governs, the order of precedence stated in the Agreement controls (generally: a signed Order Form, where it so states; then the MSA; then the DPA for the processing of personal data; then the BYO-Key Addendum on Provider-Key matters; then incorporated policies, including this Policy; then the ToS body). This Policy does not displace the DPA or the liability and indemnification architecture of the Agreement.

24. Severability; Waiver; No Third-Party Beneficiaries; Headings

If any provision of this Policy is held unenforceable, that provision will be limited or severed to the minimum extent necessary, and the remaining provisions will remain in full force and effect. A party's failure to enforce any provision is not a waiver. There are no third-party beneficiaries of this Policy except as expressly stated in the Agreement. Headings are for convenience only and do not affect interpretation.

Recovea is a bootstrap-funded U.S. company; nothing in this Policy concerns investment or securities.