Terms of Service
TERMS OF SERVICE
CNTXT FZCO - MUNSIT
These Terms of Service (this "Agreement") are entered into between CNTXT, a free
zone company , registered with Dubai Integrated Economic Zones Authority , with a
registered number 20980 and a registered address at DSO-IFZA, Dubai, United Arab
Emirates ("CNTXT," "Company," "we," "us," or "our"), and you, the individual or entity
accessing or using the Munsit speech recognition service ("User," "you," or "your").
PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THE MUNSIT
SERVICE. BY ACCESSING OR USING ANY PORTION OF THE SERVICE, YOU
ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND
BY THESE TERMS OF SERVICE AND ALL APPLICABLE LAWS AND REGULATIONS. IF
YOU DO NOT AGREE TO THESE TERMS, YOU ARE PROHIBITED FROM USING OR
ACCESSING THE SERVICE.
1. DEFINITIONS AND INTERPRETATION
1.1 Definitions.
In these Terms of Service (the " Agreement "), the following terms shall have the meanings
set forth below:
| Term | Description |
|---|
| Account | means the user account created by User to access the Service. |
| Affiliate | means, with respect to any Person, any other Person that directly or indirectly controls, is controlled by, or is under common control with, such Person; |
| AI Model | means the proprietary artificial intelligence algorithms, neural networks, machine learning models, and related technologies developed by CNTXT for Arabic speech recognition and transcription services; |
| Audio Content | means audio files, voice recordings, or speech data submitted by User to the Service for transcription processing. |
| Beta Features | means features, functionality, or services designated as beta, pilot, preview, experimental, or early access. |
| Billing Cycle | means the recurring period (monthly or annually) for which User is charged subscription fees. |
| Confidential Information | means all proprietary and confidential information disclosed by either Party, including but not limited to technical data, trade secrets, know-how, research, product plans, customers, customer lists, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information; |
| Documentation | means the user guides, technical manuals, and any other materials provided by CNTXT, in printed, electronic, or other form, that describe the installation, operation, use, or technical specifications of the Service; |
| Downtime | means periods when the Service is unavailable or inaccessible to Users, calculated as specified in Article 2. |
| Force Majeure | means events beyond a Party's reasonable control as specified in Article 12. |
| Free Tier | means the basic Service offering with limited functionality provided at no charge. |
| Intellectual Property Rights | means all intellectual property rights worldwide, including without limitation: (i) patents, patent applications, patent disclosures, and inventions (whether patentable or not); (ii) trademarks, service marks, trade names, and trade dress and all goodwill associated therewith; (iii) copyrights and copyrightable works; (iv) trade secrets, know-how, and other confidential information; and (v) all other intellectual property and proprietary rights; |
| Order Form | means the order form that is entered into between CNTXT and you, specifying the Services to be provided by CNTXT to you. |
| Person | means any individual, corporation, partnership, limited liability company, trust. |
| Personal Data | or "Personal Information" means information relating to an identified or identifiable natural person as defined under applicable data protection laws. |
| Premium Tier | means paid subscription plans offering enhanced features and higher usage limits. |
| Processing | means any operation performed on personal data, including collection, storage, use, and disclosure. |
| Service | means the Munsit Arabic speech-to-text recognition platform and related services provided by CNTXT, including but not limited to the software application, web interface, application programming interfaces, and supporting infrastructure; |
| Subscription | means a User's paid plan for accessing premium Service features. |
| Transcription Output | means the text generated by the Service through processing of Audio Content; |
| User | or "you" means the individual or entity accessing or using the Service and agreeing to these Terms. |
1.2 Interpretation The headings in this Agreement are for convenience only and shall not affect the interpretation of this Agreement. Unless the context requires otherwise, references to Articles and Sections are to Articles and Sections of this Agreement, and references to this Agreement include all amendments, modifications, and supplements hereto.
2. SERVICE PROVISION AND AVAILABILITY
2.1 Service Description CNTXT provides an artificial intelligence-powered Arabic speech recognition service that converts spoken Arabic language into written text through advanced machine learning algorithms and neural network processing. The Service supports Modern Standard Arabic and over twenty-five (25) regional Arabic dialects, including but not limited to Egyptian, Levantine, Gulf, Maghrebi, Yemeni, Sudanese, Iraqi, and Moroccan dialects, through proprietary AI Models developed specifically for Arabic language processing and cultural nuances.
2.2 Service Delivery Methods The Service is accessible through multiple delivery channels, including but not limited to:
- Real-time speech-to-text and text-to-speech conversion with immediate transcription results;
- Batch audio file processing for pre-recorded content;
- Streaming audio transcription for continuous audio feeds;
- Mobile applications for iOS and Android devices;
- Web-based transcription platform accessible through modern browsers;
- Application Programming Interface (API) access for integration with third-party applications and services;
- Desktop applications where available.
2.3 Service Availability Standards a. CNTXT shall use commercially reasonable efforts to maintain Service availability of ninety-nine and nine-tenths percent (99.9%) uptime calculated on a monthly basis for premium and enterprise subscribers.
- Uptime calculation excludes scheduled maintenance periods not exceeding four (4) hours per calendar month, emergency maintenance for critical security updates, and
periods of unavailability caused by circumstances beyond CNTXT's reasonable control.
- Free-tier accounts receive best-effort availability without guaranteed uptime commitments.
- Service availability metrics are calculated based on server-side availability and exclude unavailability caused by User's internet connectivity, equipment failures, or network issues.
2.4 Scheduled and Emergency Maintenance CNTXT reserves the right to perform scheduled maintenance during announced maintenance windows, typically conducted during periods of lowest expected usage. Notice of scheduled maintenance will be provided at least seventy-two (72) hours in advance through email notification and in-application announcements, except where shorter notice is necessitated by emergency circumstances. Emergency maintenance may be performed without advance notice when required to address critical security vulnerabilities, prevent data loss, protect system integrity, or comply with urgent legal or regulatory requirements.
2.5 Service Limitations and Technical Constraints a. Transcription accuracy varies based on numerous factors including but not limited to audio recording quality, speaker accent and pronunciation patterns, speaking speed and clarity, background noise levels, multiple overlapping speakers, technical terminology and proper nouns, dialectal variations, non-standard language usage, and code-switching between languages.
- The Service is optimized for clear Arabic speech recorded in controlled acoustic environments. Accuracy may be significantly reduced for audio containing heavy backgrooise, extreme reverberation, poor microphone quality, highly compressed audio formats, low bitrate recordings, or audio captured in challenging acoustic conditions.
- The Service may exhibit reduced accuracy when processing heavily accented non- native Arabic speech, extremely fast or unusually slow speech patterns, whispered or shouted speech, heavily technical or specialized vocabulary, rare dialectal variations, or audio containing substantial code-switching with other languages.
- Processing capacity limitations include maximum file size restrictions, maximum audio duration limits, usage quotas based on subscription tier, rate limiting to ensure fair access, and supported audio format specifications, all as detailed in the Service Documentation and subject to modification with reasonable notice.
- The Service requires stable internet connectivity for real-time transcription and file upload. Network interruptions may result in incomplete transcriptions or processing failures.
2.6 Service Modifications and Updates a. CNTXT reserves the right to modify, update, enhance, improve, or discontinue any aspect of the Service at any time to improve functionality, enhance security, ensure compliance with legal requirements, address technical issues, or optimize user experience.
- Material changes that significantly affect core Service functionality, materially reduce available features, or substantially alter user interface will be communicated to Users with thirty (30) days' prior written notice via email to the address associated with User's account.
- AI Model improvements, accuracy enhancements, new dialect support additions, bug fixes, security patches, and minor feature additions may be deployed without prior notice as part of continuous service improvement efforts.
- Deprecated features or functionality will be supported for a minimum transition period of ninety (90) days following deprecation notice to allow Users to transition to alternative solutions or adjust workflows, except where immediate deprecation is required for security, legal compliance, or critical system stability reasons.
- Beta, preview, experimental, or early-access features may be modified, discontinued, or removed at any time without notice, as such features are provided for testing and evaluation purposes only.
2.7 Geographic Availability and Restrictions a. The Service is generally available worldwide, subject to technical feasibility, regulatory compliance requirements, and applicable legal restrictions.
- CNTXT may restrict or prohibit access to the Service from certain geographic regions based on export control regulations, trade sanctions, data localization requirements, local legal restrictions, or technical infrastructure limitations.
- Service performance, processing speed, and feature availability may vary by geographic region based on proximity to processing infrastructure, local network conditions, and regional technical capabilities.
- Users accessing the Service from jurisdictions outside the United Arab Emirates acknowledge that they are responsible for compliance with applicable local laws and regulations governing use of speech recognition services, data processing, and cross-border data transfers.
2.8 Platform-Specific Requirements a. Mobile application usage requires compatible iOS or Android devices meeting minimum operating system version requirements as specified in app store listings.
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Web application usage requires modern web browsers with JavaScript enabled, cookies accepted, and support for contemporary web standards. Supported browsers include current and immediately prior versions of Chrome, Firefox, Safari, and Edge. Internet Explorer is not supported.
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API access requires developer credentials, adherence to API documentation specifications, implementation of proper authentication mechanisms, compliance with rate limiting requirements, and acceptance of separate API Terms of Service where applicable.(d) Optimal Service performance requires minimum internet connection speeds of at least 1 Mbps for real-time transcription and 512 Kbps for batch processing, though higher speeds are recommended for improved user experience.
2.9 Third-Party Integrations and Dependencies a. The Service may integrate with or depend upon third-party services including but not limited to cloud storage providers, content delivery networks, payment processors, authentication providers, and analytics services.
- Third-party service availability, functionality, and performance are beyond CNTXT's control. CNTXT is not responsible for third-party service failures, data practices, policy changes, or discontinuation.
- Use of third-party integrations requires User consent and is subject to the third party's separate terms of service and privacy policy.
- CNTXT may discontinue third-party integrations at any time based on technical requirements, security considerations, commercial terms changes, or business decisions.
3. USER ACCOUNTS AND REGISTRATION
3.1 Account Creation Requirements To access the Service, User must create an account by providing accurate, current, and complete registration information support@munsit.com, and such additional information as may be required for specific subscription tiers or account types. Users registering on behalf of an organization must provide organization name, business registration details where required, and billing information for paid subscriptions. User acknowledges that provision of false, inaccurate, incomplete, or misleading information may result in immediate account suspension or termination without notice.
3.2 Legal Capacity and Authority User represents and warrants that: (a) User possesses the legal capacity to enter into binding contracts under applicable law; (b) User is at least eighteen (18) years of age, or if between thirteen (13) and seventeen (17) years of age, is using the Service under the supervision and with the consent of a parent or legal guardian who agrees to be bound by these Terms; (c) if User is registering on behalf of a legal entity, User has the corporate authority and power to enter into this Agreement and bind such entity to these Terms; (d) User's execution and performance of this Agreement has been duly authorized by all
necessary corporate action or parental consent; and (e) User is not prohibited from accessing or using the Service under applicable laws or regulations.
3.3 Account Types and Structures a. Individual accounts are intended for personal use by a single named user and may not be shared, transferred, or accessed by multiple persons using a single set of credentials.
- Team accounts provide shared access for multiple authorized users within a single organization, with the primary account holder designated as administrator responsible for user management, billing, and all account activity.
- Enterprise accounts are custom arrangements featuring dedicated account management, enhanced security controls, service level agreements, and additional administrative capabilities as negotiated in separate commercial agreements.
- Educational and non-profit accounts may be available with special pricing or features, subject to verification of qualifying status and compliance with specific use restrictions.
3.4 Account Security and Credential Management a. User is solely and exclusively responsible for maintaining the confidentiality and security of account credentials, including passwords, API keys, authentication tokens, and access codes.
- User must employ strong password practices including use of passwords with minimum length of eight (8) characters combining uppercase and lowercase letters, numbers, and special characters; avoidance of easily guessed passwords such as dictionary words, personal information, or sequential numbers; use of unique passwords not shared with other services; and regular password updates at least every ninety (90) days for accounts accessing sensitive information.
- User shall enable two-factor authentication or multi-factor authentication when such security features are available and strongly encouraged for accounts containing sensitive data or having administrative privileges.
- User must never share account credentials with any third party, including family members, colleagues, contractors, or service providers, except where explicitly authorized under team or enterprise account structures.
- User shall immediately notify CNTXT of any actual or suspected unauthorized access to User's account, security breach, credential compromise, or unauthorized use by contacting security@cntxt.tech with detailed information regarding the suspected security incident.
- CNTXT implements security measures including password hashing using industry- standard algorithms, encryption of credentials in transit and at rest, session timeout mechanisms, suspicious login detection, and account lockout after multiple failed authentication attempts.
3.5 Google Services (Google Sign-In / Google Workspace) a. If you choose to sign in using Google Sign-In (SSO) or connect your Google Workspace account, you authorize us to access and process the limited Google user data necessary to enable the requested functionality, including authentication, account linking, and secure access to the Service. We do not sell Google user data. We only disclose or transfer such data to third parties where required to provide the Service, comply with applicable law, or ensure the security and integrity of the Service, in accordance with our Privacy Policy.
3.6 Account Information Accuracy and Updates
- User must maintain accurate, current, and complete account information throughout the duration of the account relationship, including current email address for critical communications, valid billing information for paid subscriptions, accurate business details for commercial accounts, and updated contact information for administrative users.
- User shall promptly update account information within five (5) business days of any changes to contact details, billing information, organization name or structure, or administrative user assignments.
- CNTXT is not responsible for failed communications, missed notifications, payment processing errors, or service interruptions resulting from User's failure to maintain current contact and billing information.
- CNTXT reserves the right to verify account information accuracy through documentation requests, identity verification procedures, business registration confirmation, or payment authorization checks, and may suspend accounts pending verification completion.
3.7 Multiple Accounts and Account Sharing Restrictions a. Users are generally limited to one (1) account per individual for free-tier services, though multiple accounts may be permitted for legitimate business purposes such as separating personal and business use, maintaining accounts for different organizations, or managing client accounts with proper authorization.
- Creating multiple free-tier accounts for the purpose of circumventing usage limitations, obtaining multiple free trials, evading account restrictions or terminations, or otherwise abusing the Service is strictly prohibited and constitutes grounds for immediate termination of all associated accounts without refund.
- Sharing individual account credentials with other persons is prohibited and violates the single-user license grant, except as explicitly permitted under team account or multi-user subscription structures where designated users receive individual login credentials.
CNTXT may employ technical measures to detect multiple account abuse including IP address monitoring, device fingerprinting, usage pattern analysis, and cross-account correlation, and may terminate accounts suspected of violations.
3.8 Account Suspension and Restriction a. CNTXT may immediately suspend or restrict access to User's account without prior notice upon reasonable belief that: (i) User has materially breached any provision of this Agreement including payment obligations, acceptable use restrictions, or content policies; (ii) User's account is being used for illegal purposes, fraudulent activities, or activities that harm CNTXT, other users, or third parties; (iii) User's account shows signs of security compromise including unauthorized access attempts, credential sharing, or suspicious activity patterns; (iv) suspension is necessary to prevent imminent harm, substantial service disruption, or legal liability; or (v) CNTXT receives legal process, court orders, or governmental demands requiring account restriction.
- During suspension, User will be unable to access the Service, upload new content, generate new transcriptions, or access existing data, though CNTXT may in its discretion provide limited read-only access for data export purposes.
- Suspended accounts may be reinstated upon successful resolution of the underlying issue, payment of outstanding fees, completion of identity verification procedures, or satisfaction of conditions imposed by CNTXT, though reinstatement is at CNTXT's sole discretion and not guaranteed.
- Accounts suspended for terms violations, illegal activities, or security threats may be subject to immediate termination without opportunity for reinstatement or data recovery.
3.9 Inactive Account Management a. Accounts with no login activity, Service usage, or account management actions for twelve (12) consecutive months shall be deemed inactive and may be subject to automated deletion procedures.
- c. Data associated with inactive accounts including transcription history, audio files, and user-generated content will be deleted in accordance with standard data retention policies following account deletion.
- Inactive account deletion does not affect User's ability to create a new account in the future, though previously deleted data cannot be recovered.
3.10 Communications and Notifications a. By creating an account, User consents to receive electronic communications from CNTXT including service-related announcements regarding system updates, new features, or functionality changes; security alerts concerning potential threats,
password reset requests, or suspicious account activity; billing notifications including payment confirmations, upcoming renewal notices, payment failure alerts, and invoice delivery; legal and policy updates including Terms modifications, Privacy Policy changes, and regulatory compliance communications; and customer support responses addressing User inquiries, technical issues, or account matters.
- Transactional and service-related communications cannot be opted out as they are essential for account management, security, and legal compliance purposes.
- Marketing communications, promotional offers, feature announcements, and educational content require separate opt-in consent and may be unsubscribed at any time through unsubscribe links provided in such communications or through account communication preference settings.
- Critical security notifications, legal notices, terms updates, and breach notifications will be sent to the primary email address associated with User's account and are deemed received upon sending, regardless of actual receipt, making it essential that User maintain current email information.
- Users may update communication preferences through account settings but cannot opt out of essential transactional, security, or legal communications required for proper account operation.
4. ACCEPTABLE USE AND RESTRICTIONS
4.1 Permitted Use Subject to compliance with this Agreement, CNTXT grants User a limited, non-exclusive, non-transferable, revocable, non-sublicensable license to access and use the Service solely for User's lawful internal business, educational, personal, or professional purposes
4.2 Use Restrictions User shall not, and shall not permit any third party to: (a) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, algorithms, or trade secrets underlying the Service or AI Models; (b) use any robot, spider, scraper, or other automated means to access the Service except through officially provided APIs; (c) interfere with, disrupt, or create an undue burden on the Service or networks connected to the Service; (d) attempt to probe, scan, or test the vulnerability of the Service or breach any security or authentication measures; (e) circumvent or attempt to circumvent any usage limitations, content filters, territorial restrictions, or access controls; (f) remove, obscure, or alter any copyright, trademark, or other proprietary rights notices; (g) use the Service to develop, train, or improve competing speech recognition, AI, or machine learning products or services; (h) extract or attempt to extract the AI Models, training data, model weights, or proprietary algorithms.
4.3 Prohibited Uses-Content Restrictions User shall not submit Audio Content that: (a) infringes or misappropriates any third party's intellectual property, publicity, privacy, or other proprietary rights; (b) contains viruses, malware, spyware, or any other malicious code designed to harm or disrupt the Service; (c) violates any applicable law, regulation, or court order, including export control, anti-money laundering, or sanctions laws; (d) is defamatory, libelous, threatening, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense; (e) exploits, harms, or attempts to exploit or harm minors in any way; (f) depicts or promotes violence, terrorism, or illegal activities; (g) contains sexually explicit material or promotes prostitution or sex trafficking; (h) impersonates any person or entity or falsely states or misrepresents an affiliation with any person or entity; (i) was obtained unlawfully or without proper authorization (including illegally recorded conversations); (j) violates any third party's data protection or privacy rights
4.4 Prohibited Uses - Commercial Restrictions User shall not: (a) sell, rent, lease, sublicense, distribute, or otherwise commercially exploit the Service or make it available to third parties; (b) use the Service for "service bureau" purposes or provide transcription services to third parties on a commercial basis; (c) use the Service to process content on behalf of third parties without a separate written agreement with CNTXT; (d) use the Service in any way that competes with CNTXT's business or products; (e) use a free or trial account for commercial purposes or high-volume processing; (f) create multiple accounts to evade usage limitations or obtain multiple free trials.
4.5 Specific Use Case Restrictions a. Legal & Judicial Use
User acknowledges that transcriptions are not certified or verified and should not be relied upon as the sole basis for legal proceedings, court records, or sworn testimony without independent verification.
The Service is not intended for medical transcription, clinical documentation, or any healthcare application subject to HIPAA or similar healthcare privacy laws. User assumes all responsibility for compliance if using the Service for healthcare purposes.
User shall not use the Service for unauthorized surveillance, wiretapping, or recording of individuals without their knowledge and consent as required by applicable law.
The Service is not designed or certified for use in hazardous environments or for critical infrastructure, life-support systems, or any application where failure could lead to death, personal injury, or environmental damage.
4.6 Usage Quotas and Fair Use Free-tier and subscription accounts are subject to monthly usage quotas as specified in the Service documentation and account settings. CNTXT may implement rate limiting or temporary restrictions to ensure fair access and maintain Service quality for all users. Excessive or abusive usage patterns may result in account suspension, usage throttling, or requirement to upgrade to a higher service tier. "Unlimited" plans are subject to fair use policies and do not permit commercial resale or service bureau applications.
4.7 Compliance with Laws User shall comply with all applicable laws in User's use of the Service, including: (a) recording and wiretapping laws requiring consent of recorded parties; (b) data protection and privacy laws governing personal data processing; (c) intellectual property laws protecting copyrighted works; (d) export control and sanctions laws; (e) consumer protection and advertising standards laws.
4.8 Monitoring and Enforcement CNTXT reserves the right (but has no obligation) to monitor, review, or moderate Audio Content and Transcription Output for compliance with this Agreement. CNTXT may employ automated systems, AI-based content filters, and human review to detect violations. Upon detecting violations, CNTXT may: (i) refuse to process Audio Content; (ii) remove or delete Content or Transcription Output; (iii) suspend or terminate User's account; (iv) report violations to law enforcement authorities. User acknowledges that content moderation systems are not perfect and CNTXT disclaims liability for under- blocking or over-blocking of content.
5. USER CONTENT, RECORDINGS, AND CONSENT REQUIREMENTS 5.1 Recording Consent and Legal Obligations a. User is solely responsible for obtaining all necessary consents, permissions, and authorizations required by applicable law before recording, uploading, or submitting Audio Content to the Service.
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User acknowledges that laws governing audio recording vary significantly by jurisdiction and may require (i) One-party consent (consent of at least one party to the conversation) (ii) Two-party or all-party consent (consent of all parties to the conversation) (iii) Notice requirements or disclosure obligations (iv) Specific prohibitions on recording in certain locations or contexts.
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User represents and warrants that all Audio Content submitted complies with applicable recording and wiretapping laws.
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User shall not submit Audio Content that was (i) Obtained illegally or in violation of any person's privacy rights (ii) Recorded without required legal consent or authorization (iii) Recorded in violation of attorney-client privilege, doctor-patient confidentiality, or other legally protected communications (iv) Recorded in violation of workplace policies, employment agreements, or confidentiality obligations.
5.2 Third-Party Rights and Permissions a. User is responsible for securing all necessary rights, licenses, and permissions from third parties whose voices, likenesses, or proprietary information appear in Audio Content.
- User shall not submit Audio Content containing copyrighted material (music, films, broadcasts, etc.) without proper licensing or authorization.
- When Audio Content contains personal data of third parties, User must (i) Have a lawful basis for processing such personal data under applicable data protection laws (ii) Provide required privacy notices to data subjects (iii) Obtain necessary consents where required and (iv) Comply with data subject rights requests.
5.3 Ownership and Licensing a. User retains all ownership rights in and to Audio Content submitted to the Service.
- By submitting Audio Content, User grants CNTXT a limited, non-exclusive, royalty- free, worldwide license to (i) Access, store, and process Audio Content for the sole purpose of providing the Service (ii) Generate Transcription Output from Audio Content (iii) Temporarily store Audio Content as necessary for Service delivery and (iv) Use de-identified, aggregated, and anonymized data for Service improvement, research, and development.
- The license granted to CNTXT terminates automatically upon deletion of Audio Content from CNTXT's systems, except for aggregated, anonymized data which may be retained indefinitely.
- CNTXT does not acquire any other rights in User's Audio Content and will not use, disclose, or monetize Audio Content except as expressly permitted in this Agreement or the Privacy Policy.
- CNTXT will not (i) Sell, rent, lease, or license User's Audio Content or Transcription Output to third parties (ii) Use Audio Content for training AI Models without separate consent and anonymization (iii) Disclose Audio Content to third parties except as required by law or with User's consent (iv) Use Audio Content for marketing purposes or public demonstration without express written permission
- CNTXT may provide Audio Content to trusted third-party service providers (cloud storage, processing infrastructure) solely for Service delivery, subject to appropriate confidentiality and data protection obligations.
5.4 Content Monitoring and Moderation a. CNTXT has no obligation to monitor, review, or moderate Audio Content or Transcription Output but reserves the right to do so.
- CNTXT may employ automated content filtering, moderation tools, and AI-based detection systems to identify prohibited content, including (i) Malware and security threats (ii) Copyrighted material (iii) Prohibited or illegal content and (iv)Terms violations.
- In limited circumstances, CNTXT personnel may manually review Audio Content or Transcription Output for (i) Quality assurance and accuracy testing (ii) Investigating reported violations or abuse (iii) Responding to legal process or law enforcement requests (iv) Troubleshooting technical issues.
- All human reviewers are subject to strict confidentiality obligations and access is logged and audited.
- Upon discovering or receiving notice of content violations, CNTXT may (i) Refuse to process Audio Content; (ii) Delete or remove Audio Content or Transcription Output; (iii) Suspend processing or impose temporary restrictions; (iv) Issue warnings or require acknowledgment of Terms; (v) Suspend or terminate User's account; (vi) Report violations to law enforcement or regulatory authorities; (vii) Preserve content as evidence for legal proceedings.
5.5 Backup and Availability While CNTXT implements backup and redundancy measures, User is solely responsible for maintaining separate backup copies of important Audio Content and Transcription Output. CNTXT is not responsible for loss, corruption, or deletion of User content due to (i)Technical failures or system errors (ii) Account termination or expiration (iii) Automated deletion per retention policies (iv) User error or accidental deletion (v) Force majeure events or security incidents. User should regularly export and backup important transcriptions.
6. INTELLECTUAL PROPERTY RIGHTS
6.1 CNTXT Proprietary Rights and Ownership As between the parties, CNTXT exclusively owns and retains all right, title, and interest in and to the Service in its entirety, including without limitation: (a) all artificial intelligence models, neural networks, machine learning algorithms, training methodologies, and data processing pipelines used to provide speech recognition and transcription services; (b) all software code, source code, object code, APIs, SDKs, libraries, frameworks, and related documentation; (c) all user interface designs, graphical elements, visual
displays, layouts, navigation structures, and interactive features; (d) all databases, data structures, data schemas, and system architectures; (e) all trademarks, service marks, trade names, logos, brand identities, and trade dress associated with CNTXT and the Service; (f) all copyrights in original works of authorship including software code, documentation, marketing materials, and creative content; (g) all trade secrets, confidential information, proprietary methodologies, and know-how related to the Service; (h) all patents and patent applications covering inventions, processes, and technologies embodied in the Service; and (i) all other intellectual property rights of every nature and description, whether registered or unregistered, throughout the world.
6.2 Protection of Trade Secrets and Proprietary Technology a. User acknowledges and agrees that the AI Models, speech recognition algorithms, neural network architectures, training methodologies, data processing techniques, accuracy optimization methods, and other core technologies underlying the Service constitute valuable trade secrets and highly confidential proprietary information of CNTXT, developed through substantial investment of time, money, expertise, and research and development efforts.
- The trade secret status of CNTXT's proprietary technology is protected through strict confidentiality measures including limited disclosure on a need-to-know basis, contractual confidentiality obligations binding employees and contractors, technical access controls restricting system access, security measures preventing unauthorized extraction or copying, and legal protections under UAE Federal Law No. 31 of 2006 regarding Industrial Property Rights and Protection of Industrial Property and other applicable trade secret laws.
- User agrees to protect the confidentiality of CNTXT's trade secrets and proprietary information by: not attempting to reverse engineer, decompile, disassemble, or otherwise derive the source code, algorithms, or methodologies underlying the Service; not attempting to extract, recreate, or copy the AI Models, training data, model weights, or neural network configurations; not disclosing any proprietary information obtained through use of the Service to any third party; not using CNTXT's proprietary technology to develop competing products or services; and not assisting or enabling third parties to engage in any of the foregoing prohibited activities.
6.3 Restrictions on Reverse Engineering and Extraction a. User specifically agrees that User shall not, and shall not permit, encourage, or assist any third party to: (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, algorithms, file formats, programming interfaces, or trade secrets of the Service or AI Models through any means including static or dynamic analysis, binary inspection, memory dumping, network traffic interception, or any other method;
(ii) attempt to extract, derive, or recreate the training data, datasets, model weights, network architecture parameters, hyperparameters, or other proprietary elements of the AI Models through model extraction attacks, membership inference attacks, model inversion techniques, or any other extraction methodology; (iii) use the Service outputs, API responses, or transcription results to train, develop, improve, or evaluate competing speech recognition systems, machine learning models, or artificial intelligence products; (iv) benchmark the Service against competing products for public dissemination without CNTXT's prior written consent, though internal benchmarking for User's own evaluation is permitted; (v) use automated tools, scripts, bots, or other technological means to systematically extract data from the Service, scrape content, or create derivative databases except through officially supported APIs and in accordance with rate limits; (vi) remove, obscure, alter, or tamper with any copyright notices, trademark attributions, proprietary legends, digital watermarks, or other intellectual property notices embedded in the Service or Documentation; or (vii) attempt to gain unauthorized access to CNTXT's systems, networks, source code repositories, development environments, or internal tools through hacking, password cracking, social engineering, or any other means.
- Limitations on Rights Granted
The license granted to User under Article 4.1 is strictly limited to accessing and using the Service in accordance with this Agreement and does not convey any ownership rights, intellectual property rights, or broader usage rights beyond those expressly stated. Nothing in this Agreement transfers, assigns, or conveys to User any ownership interest, intellectual property rights, or proprietary rights in the Service, AI Models, or CNTXT's technology, all of which remain the exclusive property of CNTXT and its licensors. All rights not expressly granted to User under this Agreement are reserved by CNTXT. User shall not exercise any rights in the Service or intellectual property except as explicitly authorized herein. No rights or licenses are granted to User by implication, estoppel, or otherwise except as expressly set forth in writing in this Agreement. User acknowledges that any rights exercised beyond those granted may constitute intellectual property infringement.
6.4 User Content Intellectual Property a. As set forth in this Agreement, User retains all ownership rights in Audio Content submitted to the Service, and CNTXT's limited license to process such content does not transfer ownership or broader intellectual property rights to CNTXT.
- CNTXT makes no claim of ownership, intellectual property rights, or proprietary interest in User's Audio Content, Transcription Output (subject to CNTXT's underlying
technology rights), or other User-provided materials, except for aggregated, anonymized data that cannot be associated with User or data subjects.
- User is solely responsible for ensuring that User's Audio Content does not infringe or misappropriate third-party intellectual property rights, including copyrights, trademarks, patents, trade secrets, publicity rights, or moral rights, and User's indemnification obligations extend to any such infringement claims.
6.5 Transcription Output Rights and Limitations a. Subject to the limitations in this Section, User owns the Transcription Output generated from User's Audio Content, meaning User has the right to use, modify, distribute, and exploit such transcriptions for any lawful purpose.
- User acknowledges that while User owns the Transcription Output content, CNTXT retains all intellectual property rights in: the AI Models and algorithms that generated the transcriptions; the processing methodologies and techniques used to produce the output; the software, tools, and systems used to deliver the transcriptions; and any formatting, structuring, or presentation features implemented by CNTXT's technology.
- User's ownership of Transcription Output is subject to the disclaimer that CNTXT provides no warranty regarding the accuracy, completeness, quality, or fitness for purpose of such output, and User bears all risk and responsibility for verifying and validating transcriptions before use.
- User may use Transcription Output for commercial purposes, including incorporating transcriptions into User's products or services, providing transcriptions to clients or customers as part of User's business, or publicly distributing transcriptions, provided such use complies with all applicable laws and does not violate third-party rights contained in the underlying Audio Content.
- User is not required to attribute transcriptions to CNTXT when using or distributing Transcription Output, though User may not falsely claim that transcriptions were generated by a different service or technology provider if specifically asked about the source.
6.6 Feedback and Improvements Intellectual Property As set forth in this Agreement, any Feedback, suggestions, enhancement requests, or improvement ideas provided by User become the sole and exclusive property of CNTXT, and CNTXT may use, implement, and exploit such Feedback without restriction, attribution, or compensation. This includes the right to incorporate Feedback into the Service, modify Service functionality based on Feedback, develop new features or products inspired by Feedback, patent inventions arising from Feedback, and license or transfer Feedback to third parties. User waives any moral rights, attribution rights, or other personal rights User may have in Feedback**.**
6.7 Proprietary Notices and Attribution a. User shall not remove, alter, obscure, or tamper with any copyright notices, trademark attributions, patent markings, confidentiality legends, or other proprietary rights notices that appear on, in, or are displayed by the Service, Documentation, or any materials provided by CNTXT.
- All copies, reproductions, or derivatives of permitted materials (such as exported transcriptions containing system-generated headers or Documentation) must retain all proprietary notices in their original form and location.
- User shall not use CNTXT's trademarks, service marks, trade names, logos, or brand identities except as necessary to identify CNTXT as the provider of the Service or as expressly authorized in writing by CNTXT.
- Any permitted use of CNTXT's marks must comply with CNTXT's trademark usage guidelines when provided, maintain the distinctive quality and reputation associated with the marks, and immediately cease upon CNTXT's request.
6.8 Open-Source Software The Service may incorporate certain open-source software components licensed under various open-source licenses including. Such open-source components are licensed under their respective license terms, which may differ from the terms of this Agreement. To the extent required by applicable open-source licenses, such licenses are incorporated herein by reference. CNTXT will make available upon request a list of open- source components used in the Service, their respective licenses, and any required notices, to the extent such disclosure is required by the applicable licenses. Nothing in this Agreement restricts User's rights under applicable open-source licenses, and to the extent any provision of this Agreement conflicts with the terms of an applicable open- source license, the open-source license terms shall control solely with respect to that open-source component**.**
6.9 Patent Rights CNTXT has developed or licensed various patented technologies that may be incorporated into the Service, including innovations in speech recognition, natural language processing, Arabic dialect recognition, neural network architectures, and other technical advancements. Nothing in this Agreement grants User any license or right under any patents owned or controlled by CNTXT except the limited implied license necessary to use the Service in accordance with this Agreement for its intended purpose. User shall not use the Service or any information, methods, or techniques learned through use of the Service to develop, make, use, sell, or offer for sale any product or service that infringes CNTXT's patents or patent applications. User acknowledges that CNTXT may seek patent protection for inventions and innovations related to the Service, and User agrees not to file patent applications based on or derived from CNTXT's
proprietary technology, methods disclosed in the Service, or knowledge gained through use of the Service.
6.10 Enforcement and Remedies CNTXT vigorously protects and enforces its intellectual property rights through all available legal remedies including but not limited to cease and desist demands, civil litigation seeking injunctive relief and monetary damages, criminal prosecution where applicable under UAE Penal Code provisions regarding intellectual property theft, referral to regulatory and law enforcement authorities, and international intellectual property enforcement mechanisms. User acknowledges that breach of intellectual property provisions of this Agreement may cause irreparable harm to CNTXT for which monetary damages would be inadequate, and CNTXT shall be entitled to seek equitable relief including temporary and permanent injunctions, specific performance, and account of profits in addition to all other available remedies. In any action to enforce intellectual property rights under this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees, expert witness fees, costs of investigation, and other litigation expenses from the non-prevailing party.
7. DATA PROCESSING AND PRIVACY
The collection, use, storage, processing, disclosure, transfer, and protection of personal information and Audio Content in connection with the Service are governed exclusively by CNTXT's Privacy Policy, available at [www.cntxt.tech/privacy] and incorporated into this Agreement by reference as if fully set forth herein. The Privacy Policy constitutes an integral and inseparable part of this Agreement, and any violation of the Privacy Policy shall be deemed a material breach of this Agreement. By accepting these Terms, User acknowledges having read, understood, and agreed to the Privacy Policy in its entirety, including all data processing practices, data subject rights, and legal obligations described therein. The Privacy Policy may be updated from time to time in accordance with its amendment provisions, and continued use of the Service following notice of Privacy Policy changes constitutes acceptance of such modifications. User should review the Privacy Policy periodically to understand current data handling practices.
8. PAYMENT TERMS, BILLING, AND SUBSCRIPTIONS
8.1 Service Plans and Pricing Structure a. The applicable service plans and pricing structure will be set out in the Order Form for each User or otherwise made available on the platform.
8.2 Pricing and Fees
- All prices are quoted in UAE Dirhams (AED) or United States Dollars (USD) as selected by User.
- Subscription fees are billed in advance on a monthly or annual basis.
- Annual plans typically offer 15-20% discount compared to month-to-month billing.
- Usage-based fees (overage charges) are billed in arrears and added to the next billing cycle.
8.3 Taxes and Additional Charges a. All fees are exclusive of all taxes, including VAT, GST, sales tax, use tax, and any other governmental levies.
- User is responsible for all applicable taxes except those based on CNTXT's net income.
- If CNTXT is required to collect or pay taxes, such amounts will be invoiced to User unless User provides a valid tax exemption certificate.
- Currency conversion fees, bank charges, and payment processor fees are User's responsibility.
8.4 Payment Methods and Processing a. Accepted payment methods include major credit cards (Visa, Mastercard, American Express), debit cards, and other methods specified during checkout.
- Payment is processed through third-party payment service providers (Stripe, PayPal, or similar).
- User authorizes CNTXT to charge the designated payment method for all applicable fees.
- User must maintain current, valid, and accurate payment information in their account.
- Payment method information is stored by payment processors in accordance with PCI DSS standards; CNTXT does not directly store complete payment card details.
8.5 Subscription Billing and Auto-Renewal a. Subscriptions automatically renew at the end of each billing period (monthly or annually) unless cancelled by User prior to renewal.
- User will be charged automatically on each renewal date unless subscription is cancelled.
- Renewal charges are based on the then-current pricing, which may differ from initial subscription pricing.
- CNTXT will provide notice of upcoming renewals and any price changes via email.
- To cancel auto-renewal, User must cancel subscription at least 24 hours before the next billing date through account settings or by contacting support.
8.6 Price Changes CNTXT may modify pricing for future billing periods with at least thirty (30) days' advance notice. Price changes will be communicated via email and prominent notice on the website and in-app. Price changes do not affect current billing period for existing subscribers. Users who do not accept price changes may cancel subscription before new pricing takes effect. Continued use of Service after price change effective date constitutes acceptance of new pricing.
8.7 Payment Failures and Suspension If payment fails, CNTXT will attempt to process payment using the payment method on file multiple times over a grace period. User will receive email notifications of payment failures with opportunity to update payment information. Failure to resolve payment issues within 7-14 days may result in Account suspension and loss of access to Service and deletion of stored data in accordance with retention policies. Upon successful payment, access will be restored, but deleted data cannot be recovered. CNTXT may charge late fees or collection costs for overdue amounts as permitted by law.
8.8 Refunds and Cancellations All fees are non-refundable except as expressly stated in this Section or required by applicable consumer protection laws. Cancellations within 7 days of initial subscription purchase may qualify for full refund if minimal usage occurred - Technical failures or Service unavailability exceeding SLA commitments may qualify for pro-rated credits - Duplicate charges or billing errors will be promptly refunded - Unauthorized charges will be investigated and refunded if confirmed. There shall be no refunds For: - Mid-billing cycle cancellations (access continues until period end) - Unused portions of prepaid subscriptions - Account termination due to Terms violations - Change of mind after trial period - Failure to cancel before auto-renewal. Refund requests must be submitted to support@munsit.com within 30 days of charge - Refunds are processed within 10- 15 business days to original payment method - CNTXT may require verification and documentation for refund requests. Users must contact CNTXT support before initiating chargebacks or payment disputes with financial institutions. Chargebacks initiated without prior contact may result in immediate account suspension and additional fees. Disputed charges will be investigated promptly, and resolution provided within 10 business days. Frivolous or bad-faith chargebacks may result in permanent account termination and legal action to recover costs.
9. REPRESENTATIONS, WARRANTIES AND DISCLAIMERS
9.1 Each Party represents and warrants that: (a) it has full corporate power and authority to enter into this Agreement; (b) the execution of this Agreement by its representative has been duly authorized; (c) this Agreement constitutes a legal, valid, and binding obligation enforceable in accordance with its terms.
9.2 User represents and warrants that: (a) User has all necessary rights and permissions to submit Audio Content to the Service; (b) the use of the Service will not violate any applicable laws or third-party rights; (c) User will comply with all terms and conditions of this Agreement.
9.3 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW THE SERVICE, INCLUDING ALL AI MODELS, TRANSCRIPTION OUTPUT, SOFTWARE, CONTENT, AND MATERIALS, IS PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. CNTXT SPECIFICALLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO: (i) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT; (ii) WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; (iii) WARRANTIES THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (iv) WARRANTIES REGARDING THE ACCURACY, RELIABILITY, COMPLETENESS, OR QUALITY OF TRANSCRIPTION OUTPUT; (v) WARRANTIES THAT DEFECTS WILL BE CORRECTED OR THAT THE SERVICE IS FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS; (vi) WARRANTIES REGARDING COMPATIBILITY WITH USER'S DEVICES, SOFTWARE, OR NETWORKS. User acknowledges that AI-based speech recognition is probabilistic in nature and transcription accuracy varies based on numerous factors including audio quality, speaker characteristics, accent, dialect, background noise, technical terminology, and context. CNTXT does not guarantee any specific accuracy rate. Transcription Output is not certified, verified, or legally authenticated. User must independently verify accuracy before relying on transcriptions for important purposes. While the Service supports 25+ Arabic dialects, accuracy may vary significantly between dialects, and some dialects or mixed-dialect speech may have reduced accuracy. AI Models are continuously updated and improved, which may result in variations in transcription output over time. Historical transcriptions are not retroactively updated. AI Models reflect patterns and potential biases in training data. CNTXT makes no representations regarding the absence of bias or the suitability of transcriptions for any particular demographic or use case. The Service performs acoustic-to-text conversion and has limited contextual understanding. Transcriptions may lack proper punctuation, formatting, or contextual interpretation. CNTXT DISCLAIMS ALL LIABILITY FOR THIRD-PARTY SERVICES, INTEGRATIONS, PAYMENT PROCESSORS, CLOUD INFRASTRUCTURE PROVIDERS, OR OTHER THIRD-PARTY COMPONENTS INCORPORATED INTO THE SERVICE. CNTXT MAKES NO WARRANTIES REGARDING USER'S AUDIO CONTENT, INCLUDING ITS LEGALITY, QUALITY, ACCURACY, OR FITNESS FOR ANY PURPOSE. CNTXT DOES NOT WARRANT THAT: - The Service will meet User's specific requirements or expectations
- Service operation will be uninterrupted or error-free - All errors will be corrected - The Service will be available at all times or in all geographic locations - The Service
will be compatible with all devices or software configurations. While CNTXT implements reasonable security measures, CNTXT does not warrant that the Service or User's data will be completely secure or free from unauthorized access, data breaches, or cyber attacks. The Service does not provide legal, medical, financial, or other professional advice. Transcription Output should not be relied upon as a substitute for professional consultation.
9.4 USER ACKNOWLEDGES AND AGREES THAT THE SERVICE IS NOT FAULT-TOLERANT AND IS NOT DESIGNED, MANUFACTURED, OR INTENDED FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING WITHOUT LIMITATION: - Operation of nuclear facilities - Aircraft navigation or communication systems - Air traffic control systems - Life support or emergency medical equipment
- Weapons systems - Direct control of industrial processes or manufacturing equipment WHERE FAILURE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. USER ASSUMES ALL RISK FOR SUCH USE.
9.5 CNTXT may offer beta, pilot, or experimental features labeled as "beta," "preview," "experimental," or similar designations. Such features are provided for evaluation purposes and may be unstable, incomplete, or subject to change or discontinuation without notice. Beta features are provided "AS IS" with no warranties whatsoever and may not be covered by service level commitments. User's use of beta features is at User's own risk, and User should not rely on beta features for production or critical use cases.
9.6 USER ACKNOWLEDGES THAT IT HAS NOT RELIED ON ANY REPRESENTATION OR WARRANTY MADE BY CNTXT, ITS EMPLOYEES, AGENTS, OR REPRESENTATIVES, EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT. THE DISCLAIMERS AND EXCLUSIONS IN THIS ARTICLE REFLECT A FAIR ALLOCATION OF RISK AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.
10. LIMITATION OF LIABILITY AND INDEMNIFICATION
10.1 IN NO EVENT SHALL CNTXT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT CNTXT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10.2 CNTXT'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY USER TO CNTXT DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
10.3 User shall defend, indemnify, and hold harmless CNTXT and its Affiliates, officers, directors, employees, and agents from and against any claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) User's breach of this Agreement; (b) User's violation of applicable laws; (c) User's Audio Content or use of Transcription Output; (d) claims that User's Audio Content infringes third-party rights.
11. TERM AND TERMINATION
11.1 This Agreement commences when User first accesses the Service and continues until terminated in accordance with this Section.
11.2 Either Party may terminate this Agreement at any time with thirty (30) days' prior written notice.
11.3 Either Party may terminate this Agreement immediately upon written notice if the other Party materially breaches this Agreement and fails to cure such breach within ten (10) days after receiving written notice thereof.
11.4 Effect of Termination and Data Handling: a. Upon termination, User's access ceases immediately, all outstanding fees become due, and CNTXT may delete User data as follows: b. Data Deletion Timeline: (i) Audio Content: Deleted within 30 days (or immediately for breach terminations) (ii) Transcription Output: Deleted within 90 days unless exported during grace period (iii) Account Data: Deleted within 90 days (iv) Billing Records: Retained 7 years for legal/tax compliance (v) Support Communications: Retained 3 years (vi) Analytics: Anonymized data may be retained indefinitely; identifiable logs deleted within 90 days
- Users may export data in JSON, CSV, TXT, or SRT formats before termination through account settings or by contacting support@cntxt.tech Large exports may take up to 7 business days. Export may be unavailable for accounts terminated for violations.
- Post-Termination: No refunds for prepaid fees except as required by law. User obligations for payment, confidentiality, IP restrictions, indemnification, and dispute resolution survive termination.
- Reactivation: Voluntary terminations may request reactivation within 90 days at CNTXT's discretion. Deleted data cannot be recovered. Accounts terminated for violations are ineligible.
11.5 The following provisions shall survive termination or expiration of this Agreement indefinitely or for the periods specified: (a) Article 1 (Definitions) - as needed for interpretation of surviving provisions; (b) Article 5 (Intellectual Property Rights) - indefinitely; (c) Article 8 (Warranties and Disclaimers) - indefinitely; (d) Article 10
(Limitation of Liability and Indemnification) - indefinitely; (e) Article 11 (General Provisions, including dispute resolution) - indefinitely; (f) Any payment obligations accrued prior to termination - until satisfied; (g) Any provisions that by their nature are intended to survive termination. Sections relating to intellectual property, confidentiality, limitation of liability, indemnification, and general provisions shall survive termination.
12. GENERAL PROVISIONS
12.1 This Agreement shall be governed by and construed in accordance with the substantive laws of the United Arab Emirates, without regard to its conflict of law principles or the United Nations Convention on Contracts for the International Sale of Goods.
12.2 The Federal Courts of the Emirate of Dubai, United Arab Emirates, shall have exclusive jurisdiction over any disputes, claims, or controversies arising out of or relating to this Agreement, provided that CNTXT may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or confidential information.
12.3 User irrevocably consents to the jurisdiction of such courts and waives any objection to venue or inconvenient forum.
12.4 Prior to initiating any formal legal proceedings, the Parties agree to attempt resolution through good faith negotiations for a period of thirty (30) days following written notice of the dispute.
12.5 Neither Party shall be liable for any failure or delay in performance under this Agreement due to causes beyond its reasonable control, including but not limited to: (i) acts of God, natural disasters, earthquakes, floods, fires, storms, or other natural phenomena; (ii) war, terrorism, civil unrest, labor strikes, or governmental actions; (iii) pandemic, epidemic, or public health emergencies; (iv) failures or interruptions in telecommunications, internet, or utility services; (v) cyberattacks, distributed denial-of-service attacks, or other malicious technical interference; (vi) changes in applicable laws or regulations that prevent performance. The affected Party shall promptly notify the other Party of any force majeure event and use reasonable efforts to mitigate the impact and resume performance as soon as practicable. If a force majeure event continues for more than ninety (90) consecutive days, either Party may terminate this Agreement upon written notice.
12.6 CNTXT may modify this Agreement from time to time to reflect changes in: (i) applicable laws, regulations, or legal requirements; (ii) service functionality, features, or technical capabilities; (iii) business practices, security measures, or operational procedures; (iv) pricing, billing, or subscription terms. For material modifications that affect User's rights or obligations, CNTXT will provide thirty (30) days' prior notice through: (i) email notification to the address associated with User's
account; (ii) prominent notice within the Service interface; (iii) posting on the CNTXT website or service documentation. Continued use of the Service after the effective date of any modifications constitutes User's acceptance of the revised terms, except where additional affirmative consent is required by applicable law. If User does not agree with any material modifications, User's sole remedy is to terminate this Agreement and discontinue use of the Service in accordance with the termination procedures set forth herein.
12.7 User may not assign, transfer, delegate, or sublicense any rights or obligations under this Agreement without CNTXT's prior written consent, and any attempted assignment without such consent shall be null and void.
12.8 CNTXT may assign this Agreement and its rights and obligations hereunder, in whole or in part, without User's consent: (i) to any Affiliate of CNTXT; (ii) in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of CNTXT's assets; (iii) to any successor entity resulting from a business combination or restructuring.
12.9 Any permitted assignment shall be binding upon the parties' respective successors and assigns.
12.10 If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be deemed severed from this Agreement, and the remaining provisions shall remain in full force and effect. The Parties agree to replace any invalid or unenforceable provision with a valid and enforceable provision that achieves, to the greatest extent possible, the original intent and economic effect of the invalid provision.
12.11 This Agreement, together with the Privacy Policy, any applicable service-specific terms, and any additional agreements expressly incorporated by reference, constitutes the entire agreement between the Parties concerning the subject matter hereof. This Agreement supersedes all prior or contemporaneous oral or written communications, proposals, representations, understandings, and agreements relating to the Service. No course of dealing, course of performance, or trade usage shall modify or supplement this Agreement.
12.12 All notices required or permitted under this Agreement shall be in writing and delivered by: (i) email to the addresses specified on CNTXT website and for Users on the email address and physical address associated with User's account registration; (ii) confirmed delivery through the Service interface or account messaging system; (iii) registered mail, certified mail, or internationally recognized courier service to the physical addresses of the relevant Party. Notices shall be deemed received: (i) immediately upon email delivery (subject to delivery confirmation); (ii) immediately upon confirmed delivery through the Service interface; or (iii) three (3) business days after dispatch by registered mail or courier.
12.13 Compliance with Laws
- Each Party shall comply with all applicable laws including data protection and privacy laws, consumer protection, anti-corruption and anti-bribery, anti-money laundering, recording and wiretapping laws, intellectual property laws, export controls and sanctions, telecommunications regulations, accessibility requirements, and tax laws.
- User acknowledges CNTXT's regulation by UAE Telecommunications and Digital Government Regulatory Authority (TDRA) and agrees to cooperate with regulatory inquiries.
- User warrants compliance with audio recording laws including obtaining required consents, providing necessary notices, and respecting legally protected communications.
- CNTXT processes data primarily in UAE-based infrastructure. Some processing may occur internationally with appropriate safeguards and legal compliance.
12.14 The Service may be subject to export control laws and regulations of the United Arab Emirates and other applicable jurisdictions. User shall not export, re-export, or transfer the Service to prohibited destinations, use the Service in violation of export restrictions, facilitate access by sanctioned persons or entities, or use for prohibited end-uses. User represents it is not located in, organized under laws of, or a resident of sanctioned countries; not on any sanctions lists maintained by the United Nations, United Arab Emirates, or other applicable authorities; not owned or controlled by sanctioned entities; and not engaging in sanctioned transactions. CNTXT may immediately terminate access if User violates export control or sanctions laws or if providing Service would violate applicable law.
12.15 User warrants it will not offer payments or value to government officials to influence actions or obtain improper advantages, engage in activities violating anti- corruption laws including UAE Federal Law No. 3 of 1987 (Penal Code) as amended and other applicable anti-corruption legislation, or make facilitation payments or kickbacks. Breach is grounds for immediate termination and may be reported to authorities.This Agreement is intended solely for the benefit of the Parties and their permitted successors and assigns, and no third party shall have any rights or benefits hereunder.
12.16 No waiver of any provision of this Agreement or any breach thereof shall be effective unless in writing and signed by the Party against whom such waiver is claimed. No waiver of any breach shall constitute a waiver of any other or subsequent breach. The rights and remedies provided in this Agreement are cumulative and not exclusive of any rights or remedies provided by law or equity.
12.17 This Agreement is executed in the English language, which shall be the controlling language for all purposes. Any translation of this Agreement into other languages is provided for convenience only and shall not be binding. In the event of any conflict between the English version and any translated version, the English version shall prevail.
IN WITNESS WHEREOF, by accessing or using the Service, User acknowledges that User has read, understood, and agrees to be bound by the terms and conditions of this Agreement.
Effective Date: May 2026 | Last Modified: May 2026 | Version: 1.0 | © 2026 CNTXT FZCO. All rights reserved.