LEARN MORE ABOUT METAROUTER
This AI Addendum supplements the MetaRouter Master Solution Agreement or similar governing agreement (“MSA”) entered into by and between MetaRouter and Customer, and applies specifically to the use, integration, and deployment of artificial intelligence tools (“AI Tools”) in connection with MetaRouter Solutions under the MSA. Capitalized terms not defined herein shall have the meanings set forth in the MSA.
Documentation. MetaRouter shall in good faith and upon Customer’s written request provide documentation designed to enable Customer to assess material impacts on legal, ethical, operational, privacy, and security obligations associated with AI Tools, provided, however, that such documentation shall not require disclosure of MetaRouter’s trade secrets, source code, or proprietary algorithms. Such documentation may include: (a) a description of the AI Tools, including their functionality, intended purpose, and integration approach; (b) information, demonstrations, or evidence supporting the accuracy, fairness, and compliance of the AI Tools (i.e., fairness testing, bias detection mechanisms, regulatory assessments, and system-level risk evaluations); (c) a summary of the training methodology, learning models, and algorithms used by the AI Tools, to the extent reasonably necessary to assess compliance, performance, and risk, including the explanation of the mechanisms available within the AI Tools to ensure explainability and human oversight; and (d) information sufficient to enable Customer to assess potential impacts on privacy, data security, system architecture, intellectual property rights, and compliance with applicable laws.
Security. MetaRouter commits to implementing and maintaining security monitoring, encryption, and incident response procedures for AI Tools as agreed to under the MSA and applicable AI laws which are no less protective than those MetaRouter applies to its own sensitive information and systems. All personal data processed by AI Tools remains subject to the terms of the Data Processing Addendum entered into between the parties.
Customer Data Isolation and Training Controls. Where MetaRouter trains, fine-tunes, or otherwise customizes MetaRouter’s artificial intelligence or machine learning model using Customer Content (“Customer-Trained Model”), such Customer-Trained Model shall be treated as confidential to that Customer. MetaRouter shall not share, distribute, license, or otherwise make available any Customer-Trained Model—or the underlying Customer Content supplied by Customer to train such model—to any other customer, affiliate, or third party without Customer’s prior written consent. Customer hereby grants MetaRouter the right to use and process all Customer Content provided by or on behalf of Customer with AI Tools. Customer may direct MetaRouter to cease any further training or fine-tuning activity that uses Customer Content at any time by providing written notice, and MetaRouter shall comply with such direction within a commercially reasonable timeframe.
Model Licensing and Ownership of AI Outputs. MetaRouter retains all right, title, and interest in and to the Customer-Trained Model, including all underlying algorithms, architectures, and pre-existing intellectual property. Customer’s access to and use of the Customer-Trained Model shall be governed by the license terms and fees set forth in the applicable Statement of Work or Order Form. Notwithstanding MetaRouter’s ownership of the model, all outputs, predictions, recommendations, content, and other results generated by the Customer-Trained Model on behalf of Customer (“AI Outputs”) shall be owned by Customer upon generation. MetaRouter Customer acknowledges that AI Outputs from Customer-Trained Models and AI Tools may be similar or identical to outputs provided to other third-party users and/or contain errors, misstatements, hallucinations, and/or may be incomplete. Customer also acknowledges that AI Outputs are probabilistic in nature and may contain inaccuracies or artifacts (including “hallucinations”) and assumes sole responsibility for evaluating and validating all AI Outputs before use. MetaRouter makes no representations or warranties, express or implied, regarding the originality, accuracy, legality, or non-infringement of Customer Content and AI Outputs Customer is solely responsible and liable for all such Customer Content and AI Outputs, including, without limitation, reviewing, approving, and using such Customer data and Customer Outputs.
Competition. Notwithstanding Customer’s ownership of such AI Outputs, Customer shall not use, directly or indirectly, any AI Outputs—or any data, insights, methodologies, or derivative works derived therefrom—to develop, enhance, market, sell, license, or otherwise commercialize any product, service, or technology that competes with MetaRouter’s data-routing platform or any related offerings of MetaRouter (a “Competing Product”). Any breach of this Section shall constitute a material breach of this AI Addendum and the MSA, entitling MetaRouter to immediate injunctive relief in addition to any other remedies available at law or in equity, without the requirement to post a bond or other security.
Use of Third-Party AI Models and Agentic Workflows. Customer acknowledges that MetaRouter’s platform incorporates third-party artificial intelligence models, including large language models such as Anthropic’s Claude and similar technologies (“Third-Party AI Models”), to power features and functionality within the Services. These Third-Party AI Models may be used to drive agentic workflows—automated, multi-step processes in which an AI model independently plans, executes, and iterates on tasks on behalf of the user with limited or no human intervention between steps. MetaRouter shall disclose, upon Customer’s reasonable request, which Third-Party AI Models are utilized within the platform and the nature of the agentic workflows they support.
THIRD-PARTY AI MODELS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” METAROUTER MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO ANY THIRD-PARTY AI MODEL AND SHALL NOT BE LIABLE FOR THE PERFORMANCE, AVAILABILITY, ACCURACY, OR CONTINUED OPERATION OF ANY THIRD-PARTY AI MODEL. METAROUTER’S SOLE OBLIGATION SHALL BE TO USE COMMERCIALLY REASONABLE EFFORTS TO SELECT REPUTABLE THIRD-PARTY METAROUTERS AND TO PASS THROUGH TO CUSTOMER ANY AVAILABLE THIRD-PARTY WARRANTIES OR INDEMNITIES.
Customer represents and warrants that: (i) it has all necessary rights and authorizations to provide Customer Content to MetaRouter for training and processing under this AI Addendum; (ii) Customer Content, and all use of Customer Content under this AI Addendum, does not and will not violate any applicable law or third-party right; and (iii) Customer will use AI Outputs in compliance with all applicable laws, including laws governing artificial intelligence. Customer shall indemnify, defend, and hold harmless MetaRouter and its officers, directors, employees, and agents from and against any claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from: (x) Customer’s breach of the foregoing warranties; (y) Customer’s use, distribution, or commercialization of AI Outputs; or (z) any allegation that Customer’s data infringes or misappropriates a third party’s rights. This AI Addendum is subject to the limitations of liability set forth in the MSA.
WITHOUT LIMITING ANYTHING ELSE IN THE AGREEMENT, METAROUTER SHALL HAVE NO LIABILITY WHATSOEVER FOR: (i) ANY INACCURACY, ERROR, HALLUCINATION, BIAS, OR MISLEADING CONTENT IN AI OUTPUTS, REGARDLESS OF THE CAUSE; (ii) ANY DECISION, ACTION, OR OMISSION BY CUSTOMER OR ANY THIRD PARTY IN RELIANCE ON AI OUTPUTS; (iii) ANY FAILURE, DEGRADATION, INTERRUPTION, DISCONTINUATION, OR CHANGE IN FUNCTIONALITY OF ANY THIRD-PARTY AI MODEL, INCLUDING CHANGES TO TERMS OF SERVICE, PRICING, OR AVAILABILITY IMPOSED BY A THIRD-PARTY METAROUTER; (iv) ANY DATA LEAKAGE, UNAUTHORIZED ACCESS, OR SECURITY INCIDENT ORIGINATING IN A THIRD-PARTY AI METAROUTER’S SYSTEMS, PROVIDED THAT METAROUTER HAS COMPLIED WITH ITS DATA ISOLATION AND CONFIDENTIALITY OBLIGATIONS HEREUNDER; (v) ANY MODEL DRIFT, DEGRADATION IN OUTPUT QUALITY, OR CHANGES IN MODEL BEHAVIOR OVER TIME; OR (vi) ANY LOSS OR LIABILITY ARISING FROM CUSTOMER’S FAILURE TO IMPLEMENT ADEQUATE HUMAN OVERSIGHT, REVIEW, OR VALIDATION PROCEDURES FOR AI OUTPUTS AS REQUIRED UNDER THIS AI ADDENDUM. CUSTOMER EXPRESSLY ACKNOWLEDGES AND ASSUMES THE INHERENT RISKS ASSOCIATED WITH THE USE OF ARTIFICIAL INTELLIGENCE AND MACHINE LEARNING TECHNOLOGIES, INCLUDING THE RISK OF INACCURATE, INCOMPLETE, OR BIASED OUTPUTS, AND AGREES THAT ITS USE OF THE SERVICES AND AI OUTPUTS IS AT ITS OWN RISK.
General. This AI Addendum supplements and forms part of the MSA. All other terms and conditions of the MSA remain in full force and effect. In the event of any conflict between this AI Addendum and the MSA with respect to the use of artificial intelligence, the terms of this AI Addendum shall control. This AI Addendum may be amended only by written agreement signed by both parties.
[MetaRouter]Signature: ________________________________
Name / Title / Date: ________________________________
[Customer]Signature: ________________________________
Name / Title / Date: ________________________________
Documentation. MetaRouter shall in good faith and upon Customer’s written request provide documentation designed to enable Customer to assess material impacts on legal, ethical, operational, privacy, and security obligations associated with AI Tools, provided, however, that such documentation shall not require disclosure of MetaRouter’s trade secrets, source code, or proprietary algorithms. Such documentation may include: (a) a description of the AI Tools, including their functionality, intended purpose, and integration approach; (b) information, demonstrations, or evidence supporting the accuracy, fairness, and compliance of the AI Tools (i.e., fairness testing, bias detection mechanisms, regulatory assessments, and system-level risk evaluations); (c) a summary of the training methodology, learning models, and algorithms used by the AI Tools, to the extent reasonably necessary to assess compliance, performance, and risk, including the explanation of the mechanisms available within the AI Tools to ensure explainability and human oversight; and (d) information sufficient to enable Customer to assess potential impacts on privacy, data security, system architecture, intellectual property rights, and compliance with applicable laws.
Security. MetaRouter commits to implementing and maintaining security monitoring, encryption, and incident response procedures for AI Tools as agreed to under the MSA and applicable AI laws which are no less protective than those MetaRouter applies to its own sensitive information and systems. All personal data processed by AI Tools remains subject to the terms of the Data Processing Addendum entered into between the parties.
Customer Data Isolation and Training Controls. Where MetaRouter trains, fine-tunes, or otherwise customizes MetaRouter’s artificial intelligence or machine learning model using Customer Content (“Customer-Trained Model”), such Customer-Trained Model shall be treated as confidential to that Customer. MetaRouter shall not share, distribute, license, or otherwise make available any Customer-Trained Model—or the underlying Customer Content supplied by Customer to train such model—to any other customer, affiliate, or third party without Customer’s prior written consent. Customer hereby grants MetaRouter the right to use and process all Customer Content provided by or on behalf of Customer with AI Tools. Customer may direct MetaRouter to cease any further training or fine-tuning activity that uses Customer Content at any time by providing written notice, and MetaRouter shall comply with such direction within a commercially reasonable timeframe.
Model Licensing and Ownership of AI Outputs. MetaRouter retains all right, title, and interest in and to the Customer-Trained Model, including all underlying algorithms, architectures, and pre-existing intellectual property. Customer’s access to and use of the Customer-Trained Model shall be governed by the license terms and fees set forth in the applicable Statement of Work or Order Form. Notwithstanding MetaRouter’s ownership of the model, all outputs, predictions, recommendations, content, and other results generated by the Customer-Trained Model on behalf of Customer (“AI Outputs”) shall be owned by Customer upon generation. MetaRouter Customer acknowledges that AI Outputs from Customer-Trained Models and AI Tools may be similar or identical to outputs provided to other third-party users and/or contain errors, misstatements, hallucinations, and/or may be incomplete. Customer also acknowledges that AI Outputs are probabilistic in nature and may contain inaccuracies or artifacts (including “hallucinations”) and assumes sole responsibility for evaluating and validating all AI Outputs before use. MetaRouter makes no representations or warranties, express or implied, regarding the originality, accuracy, legality, or non-infringement of Customer Content and AI Outputs Customer is solely responsible and liable for all such Customer Content and AI Outputs, including, without limitation, reviewing, approving, and using such Customer data and Customer Outputs.
Competition. Notwithstanding Customer’s ownership of such AI Outputs, Customer shall not use, directly or indirectly, any AI Outputs—or any data, insights, methodologies, or derivative works derived therefrom—to develop, enhance, market, sell, license, or otherwise commercialize any product, service, or technology that competes with MetaRouter’s data-routing platform or any related offerings of MetaRouter (a “Competing Product”). Any breach of this Section shall constitute a material breach of this AI Addendum and the MSA, entitling MetaRouter to immediate injunctive relief in addition to any other remedies available at law or in equity, without the requirement to post a bond or other security.
Use of Third-Party AI Models and Agentic Workflows. Customer acknowledges that MetaRouter’s platform incorporates third-party artificial intelligence models, including large language models such as Anthropic’s Claude and similar technologies (“Third-Party AI Models”), to power features and functionality within the Services. These Third-Party AI Models may be used to drive agentic workflows—automated, multi-step processes in which an AI model independently plans, executes, and iterates on tasks on behalf of the user with limited or no human intervention between steps. MetaRouter shall disclose, upon Customer’s reasonable request, which Third-Party AI Models are utilized within the platform and the nature of the agentic workflows they support.
THIRD-PARTY AI MODELS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” METAROUTER MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO ANY THIRD-PARTY AI MODEL AND SHALL NOT BE LIABLE FOR THE PERFORMANCE, AVAILABILITY, ACCURACY, OR CONTINUED OPERATION OF ANY THIRD-PARTY AI MODEL. METAROUTER’S SOLE OBLIGATION SHALL BE TO USE COMMERCIALLY REASONABLE EFFORTS TO SELECT REPUTABLE THIRD-PARTY METAROUTERS AND TO PASS THROUGH TO CUSTOMER ANY AVAILABLE THIRD-PARTY WARRANTIES OR INDEMNITIES.
Customer represents and warrants that: (i) it has all necessary rights and authorizations to provide Customer Content to MetaRouter for training and processing under this AI Addendum; (ii) Customer Content, and all use of Customer Content under this AI Addendum, does not and will not violate any applicable law or third-party right; and (iii) Customer will use AI Outputs in compliance with all applicable laws, including laws governing artificial intelligence. Customer shall indemnify, defend, and hold harmless MetaRouter and its officers, directors, employees, and agents from and against any claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from: (x) Customer’s breach of the foregoing warranties; (y) Customer’s use, distribution, or commercialization of AI Outputs; or (z) any allegation that Customer’s data infringes or misappropriates a third party’s rights. This AI Addendum is subject to the limitations of liability set forth in the MSA.
WITHOUT LIMITING ANYTHING ELSE IN THE AGREEMENT, METAROUTER SHALL HAVE NO LIABILITY WHATSOEVER FOR: (i) ANY INACCURACY, ERROR, HALLUCINATION, BIAS, OR MISLEADING CONTENT IN AI OUTPUTS, REGARDLESS OF THE CAUSE; (ii) ANY DECISION, ACTION, OR OMISSION BY CUSTOMER OR ANY THIRD PARTY IN RELIANCE ON AI OUTPUTS; (iii) ANY FAILURE, DEGRADATION, INTERRUPTION, DISCONTINUATION, OR CHANGE IN FUNCTIONALITY OF ANY THIRD-PARTY AI MODEL, INCLUDING CHANGES TO TERMS OF SERVICE, PRICING, OR AVAILABILITY IMPOSED BY A THIRD-PARTY METAROUTER; (iv) ANY DATA LEAKAGE, UNAUTHORIZED ACCESS, OR SECURITY INCIDENT ORIGINATING IN A THIRD-PARTY AI METAROUTER’S SYSTEMS, PROVIDED THAT METAROUTER HAS COMPLIED WITH ITS DATA ISOLATION AND CONFIDENTIALITY OBLIGATIONS HEREUNDER; (v) ANY MODEL DRIFT, DEGRADATION IN OUTPUT QUALITY, OR CHANGES IN MODEL BEHAVIOR OVER TIME; OR (vi) ANY LOSS OR LIABILITY ARISING FROM CUSTOMER’S FAILURE TO IMPLEMENT ADEQUATE HUMAN OVERSIGHT, REVIEW, OR VALIDATION PROCEDURES FOR AI OUTPUTS AS REQUIRED UNDER THIS AI ADDENDUM. CUSTOMER EXPRESSLY ACKNOWLEDGES AND ASSUMES THE INHERENT RISKS ASSOCIATED WITH THE USE OF ARTIFICIAL INTELLIGENCE AND MACHINE LEARNING TECHNOLOGIES, INCLUDING THE RISK OF INACCURATE, INCOMPLETE, OR BIASED OUTPUTS, AND AGREES THAT ITS USE OF THE SERVICES AND AI OUTPUTS IS AT ITS OWN RISK.
General. This AI Addendum supplements and forms part of the MSA. All other terms and conditions of the MSA remain in full force and effect. In the event of any conflict between this AI Addendum and the MSA with respect to the use of artificial intelligence, the terms of this AI Addendum shall control. This AI Addendum may be amended only by written agreement signed by both parties.
[MetaRouter]Signature: ________________________________
Name / Title / Date: ________________________________
[Customer]Signature: ________________________________
Name / Title / Date: ________________________________