Terms of Service

1. Parties and Agreement

EuroComply is a compliance software platform operated by Code Tide Unipessoal LDA, a single-member private limited company incorporated under the laws of Portugal ("Code Tide", "we", "us"). Registered details — including the Conservatória do Registo Comercial registration number, NIF, and registered address — are available in our Imprint.

By creating an account or using EuroComply ("the Service"), you ("Customer", "you") agree to these Terms of Service ("Terms"). If you do not agree, do not use the Service. If you are entering into these Terms on behalf of a legal entity, you represent that you have authority to bind that entity and that "you" refers to that entity throughout.

B2B only. The Service is directed exclusively at businesses, professionals, and other legal entities acting in the course of a trade, business, or profession. It is not directed at, and may not be used by, consumers within the meaning of the EU Consumer Rights Directive (2011/83/EU). If you are an individual acting in a personal (non-business) capacity, you must not use the Service.

2. Nature of Service — Automated AI Assessment, Not Legal Advice

EuroComply provides automated AI-assisted compliance assessment tools, including EU AI Act risk classification, digital sovereignty scoring, regulatory intelligence, and compliance guidance. The Service is an automated informational tool only. It does not constitute legal advice, legal representation, a legal opinion, or any form of regulated professional legal service under the laws of Portugal or any other jurisdiction. Code Tide Unipessoal LDA is not a law firm and is not regulated by any bar association or legal services authority.

All outputs are generated automatically by artificial intelligence without human legal review by Code Tide. They are provided for self-education, preliminary scoping, and internal awareness purposes only. The following apply without exception:

• No reliance for regulatory purposes. AI-generated risk classifications, compliance scores, obligation checklists, and assessments must not be submitted to, or relied upon before, any supervisory authority, notified body, certification body, court, or regulatory body. They carry no evidentiary or legal weight.
• No guarantee of accuracy or currency. AI classifications may contain errors, omissions, or outdated information. EU regulations, national implementing measures, supervisory guidelines, and enforcement practice change frequently. EuroComply makes no warranty that outputs reflect the current state of the law.
• Documents are drafts only. Any document generated by the Service (including Annex IV technical documentation, DPIAs, ROPA records, and declarations of conformity) is an unreviewed AI-generated draft. It has not been reviewed by any lawyer. It must be independently reviewed and validated by qualified legal counsel before being signed, submitted, published, or relied upon.
• You are the compliance decision-maker. You are solely and entirely responsible for all compliance decisions, regulatory filings, declarations, supervisory notifications, and any other legal act taken by your organisation in connection with any output from the Service.
• No liability for fines or penalties. Code Tide Unipessoal LDA expressly excludes all liability for any regulatory fine, supervisory penalty, enforcement action, enforcement cost, remediation cost, reputational damage, or any other consequence — direct or indirect — arising from your reliance on, or use of, any output from the Service, irrespective of whether such reliance was reasonable or whether Code Tide was informed of the intended use. See Section 9 for the full liability limitation.

All AI-generated outputs in the Service carry the notice: "This is an automated AI assessment for informational purposes only. It does not constitute legal advice. Consult qualified legal counsel before making any compliance, regulatory, or business decision."

3. User's Mandatory Duty of Independent Legal Verification

It is a mandatory condition of using the Service that you obtain independent legal review from qualified legal counsel before acting on any output. Specifically:

• Before any regulatory submission. Any document, classification, declaration, DPIA, ROPA entry, or other output generated by the Service must be independently reviewed and approved by a qualified lawyer or regulatory expert before it is submitted to any supervisory authority, notified body, certification body, or court.
• Before any compliance reliance. You must not treat any EuroComply output as a definitive determination of your compliance status. All outputs must be treated as preliminary drafts requiring professional validation before being relied upon for business, investment, procurement, or regulatory purposes.
• Before publication or third-party disclosure. You must not publicly claim compliance with any regulation, or disclose a compliance status to customers, investors, or partners, based solely on outputs from this Service without independent legal confirmation.

Contributory fault. Your failure to comply with this Section constitutes a breach of a material contractual obligation and your own contributory fault within the meaning of Article 570 of the Portuguese Civil Code (Código Civil). In the event of any claim against Code Tide arising from your use of the Service, Code Tide will assert your contributory fault as a complete or partial defence. Where you have failed to obtain independent legal review as required by this Section, Code Tide's liability, if any, shall be reduced in proportion to the degree to which your failure contributed to the loss — which in most cases will extinguish Code Tide's liability entirely.

4. Accounts

You must provide accurate and complete information when registering and maintain it up to date. You are responsible for the security of your credentials and for all activity under your account. You must be at least 18 years old to use the Service. One legal entity may not maintain more than one free account.

5. Subscription and Payment

Paid subscriptions are billed monthly or annually through Paddle.com Market Limited("Paddle"), our Merchant of Record. Paddle is the legal seller and is solely responsible for payment processing, invoicing, and EU VAT compliance. Your payment contract is with Paddle subject to Paddle's own terms. Code Tide is not a party to the payment contract and assumes no liability for payment processing errors or failures attributable to Paddle.

Prices are shown excluding VAT where applicable. Subscriptions renew automatically and must be cancelled before the renewal date. Refund eligibility is governed exclusively by the Refund Policy.

6. Free Tier

The free tier provides limited access to the Service (1 AI system, 1 sovereignty audit per quarter, 10 chat messages per month). Code Tide reserves the right to modify, reduce, or discontinue free tier limits on 30 days' prior written notice. Free accounts inactive for 12 consecutive months may be terminated following notification.

7. Cancellation

You may cancel at any time via Settings → Billing → Manage Subscription. Cancellation takes effect at the end of the current billing period, after which the account reverts to the free tier with data intact. See the Refund Policy for refund entitlements.

8. Acceptable Use

You must not:

• Use the Service for unlawful purposes or in violation of any applicable law or regulation;
• Attempt to gain unauthorised access to other accounts, systems, or infrastructure;
• Reverse-engineer, decompile, disassemble, or attempt to extract source code or algorithms from the Service;
• Resell, sublicense, or distribute the Service or its outputs to third parties without written authorisation from Code Tide;
• Use the Service to produce or present misleading compliance certifications, risk classifications, or regulatory declarations to authorities, customers, investors, or partners;
• Submit to the Service personal data of third parties without appropriate legal basis and authority to do so;
• Use automated means to scrape or extract data from the Service without prior written consent;
• Use the Service in any way that could damage, disable, or impair the Service or interfere with other users.

9. Intellectual Property and Data

You retain all rights to Customer Data you provide. You grant Code Tide a limited, non-exclusive, royalty-free licence to process Customer Data solely to provide the Service to you.

Code Tide retains all intellectual property rights in the Service, its underlying technology, algorithms, regulatory knowledge base, and the structure of generated outputs. Compliance outputs generated using your Customer Data are licensed to you for internal business use only and must not be represented as independently verified legal analysis or as emanating from a qualified legal professional.

Code Tide does not use Customer Data to train its own AI models. Please review the Privacy PolicySection 4 for important disclosures about our AI sub-processor's (Mistral AI) current data usage policies.

10. Limitation of Liability

9.1 No warranties.The Service is provided "as is" and "as available", without warranty of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, title, non-infringement, or uninterrupted availability. Code Tide does not warrant that AI-generated outputs will be accurate, complete, current, legally sufficient, or fit for any regulatory purpose.

9.2 No regulatory warranty. Code Tide specifically disclaims any warranty that use of the Service or reliance on its outputs will result in compliance with any EU or national regulation, or that outputs will satisfy requirements of any supervisory authority, notified body, or certification body.

9.3 Exclusion of consequential loss. To the maximum extent permitted by applicable law, Code Tide shall not be liable for any indirect, incidental, special, exemplary, punitive, or consequential damages, including but not limited to: loss of profits, loss of revenue, loss of business or contracts, loss of anticipated savings, loss of data, regulatory fines or penalties imposed by any authority (including but not limited to GDPR supervisory authority fines), wasted management time, reputational damage, or costs of substitute services — even if Code Tide was advised of the possibility of such loss.

9.4 Aggregate liability cap.Code Tide's total aggregate liability to you under or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the greater of: (a) the total fees actually paid by you to Code Tide (via Paddle) in the twelve (12) calendar months immediately preceding the event giving rise to the claim, or (b) €100. This cap applies to all claims in aggregate, not per incident, and even where Code Tide has been informed of the possibility of greater loss.

9.5 Explicit exclusion — regulatory fines and penalties. Without limiting Section 9.3 or 9.4, Code Tide expressly excludes all liability for: (a) any fine, administrative sanction, or penalty imposed by any supervisory or regulatory authority (including data protection authorities, national competent authorities under the EU AI Act, cybersecurity authorities under NIS2, or any other body); (b) any enforcement action, compliance order, or remediation obligation; (c) any loss or liability arising from a failure to comply with any legal or regulatory requirement — in each case whether or not arising from your use of or reliance on Service outputs, whether or not the output contained an error or inaccuracy, and regardless of whether you informed Code Tide of the intended use or of any specific regulatory exposure.

9.6 User acknowledgement of automated nature. By using the Service, you irrevocably acknowledge that: (i) all outputs are automated AI assessments generated without human legal review by Code Tide; (ii) no output constitutes legal advice or a legal opinion in any jurisdiction; (iii) all compliance, regulatory, and business decisions are yours alone; and (iv) Code Tide bears no responsibility for the outcome of any regulatory assessment, supervisory interaction, or legal proceeding connected to your use of the Service or its outputs. This acknowledgement is a material condition of the agreement.

9.7 No ongoing duty to monitor or update. Code Tide has no obligation to monitor regulatory developments after an output is generated, to proactively update previously generated outputs, or to notify you if the law changes in a way that affects a prior classification or assessment. Regulatory compliance is a continuous obligation that rests entirely with you. Any output generated by the Service reflects the state of the AI model at the time of generation and may become inaccurate due to legislative changes, new supervisory guidance, or court judgments. You are responsible for obtaining current legal advice at the time of any compliance decision.

9.8 Limitation period. Any claim against Code Tide arising out of or relating to these Terms must be brought within twelve (12) months of the date on which you first became aware (or ought reasonably to have become aware) of the facts giving rise to the claim. Claims brought after this period are time-barred to the fullest extent permitted by law.

9.9 Exceptions. Nothing in these Terms limits liability that cannot lawfully be excluded or limited under Portuguese law, including liability for death or personal injury caused by negligence, or for intentional harm.

11. Indemnification

You shall defend, indemnify, and hold harmless Code Tide and its sole member, officers, employees, and agents against all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising from or relating to: (a) your breach of these Terms; (b) your use of the Service in violation of applicable law; (c) Customer Data that infringes third-party intellectual property or privacy rights; (d) your submission of personal data to the Service without a lawful basis; or (e) any misrepresentation of AI-generated outputs to third parties, authorities, or in legal proceedings.

12. Data Protection

We process personal data in accordance with our Privacy Policy and the GDPR. To the extent you submit personal data of your employees, customers, or other data subjects to the Service, you are the data controller and Code Tide is the data processor. A Data Processing Agreement (DPA) is available on request at [email protected].

13. Force Majeure

Code Tide shall not be liable for any failure or delay in performance caused by circumstances outside its reasonable control, including: natural disasters, pandemic, war, acts of terrorism, governmental action, telecommunications or internet failures, third-party API unavailability (including Mistral AI, Supabase, or Vercel outages), or cyberattacks. Code Tide will notify you as soon as reasonably practicable and will use reasonable efforts to resume normal service.

14. Changes to Terms

Code Tide may update these Terms on 30 days' written notice by email. Continued use after the effective date constitutes acceptance. If you disagree, you may terminate before the effective date; prepaid fees for the unexpired period will be handled per the Refund Policy. Changes to Section 10 (limitation of liability) or Section 11 (indemnification) will be explicitly highlighted in the notification.

15. Termination

These Terms commence on account creation and continue until terminated. Code Tide may suspend or terminate your account immediately and without liability if: you materially breach these Terms; you engage in fraudulent activity; continuation would expose Code Tide to legal liability; or as required by law. Upon termination, your licence to use the Service ends immediately.

16. General

Entire agreement. These Terms, together with the Privacy Policy and Refund Policy, constitute the entire agreement between the parties and supersede all prior agreements, representations, and understandings regarding the Service.

Severability. If any provision is found invalid or unenforceable, it shall be modified to the minimum extent necessary to make it enforceable; all other provisions remain in full force.

No waiver. Failure to enforce any provision of these Terms shall not constitute a waiver.

Assignment.You may not assign these Terms without Code Tide's prior written consent. Code Tide may assign these Terms in connection with a corporate restructuring, merger, or asset sale without your consent.

Language. In the event of conflict between translated versions of these Terms, the English version shall prevail.

17. Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of Portugal, without regard to its conflict of law rules. Any dispute arising out of or in connection with these Terms that cannot be resolved amicably shall be subject to the exclusive jurisdiction of the competent courts of Lisbon, Portugal. Nothing in this clause prevents either party from seeking urgent injunctive or interim relief in any competent court.