Terms & Conditions

01Agreement and scope

These Terms and Conditions (“Terms”) govern (a) use of the InnSight AI website at innsightai.org and (b) the InnSight AI products and services described in an order form, quote, proposal or other document that references these Terms (an “Order Form”). “InnSight AI”, “we” or “us” means InnSight AI, Inc., a company based in Houston, Texas. “Customer” or “you” means the hotel, ownership group, management company or other organization named in the Order Form, together with the people it authorizes to use the services.

The Order Form, these Terms, our Privacy Policy and any data processing terms together form the “Agreement”. If an Order Form or a signed service agreement conflicts with these Terms, the Order Form or signed agreement controls for that Customer. Product-specific terms in sections 13 through 16 control over the general terms where they apply.

By signing an Order Form, accepting an invitation to the Platform or using the services, you agree to these Terms on your own behalf and on behalf of the organization you represent.

02Products and services

2.1 Description

InnSight AI provides cloud-based revenue intelligence tools for hotels, including daily performance summaries, competitive rate intelligence, rate parity monitoring, performance benchmarking interpretation, segmentation and on-the-books analysis, forecasting and pricing recommendations, scheduled reporting and white-label delivery (the “Products”). Products are provided by subscription through the Platform at portal.innsightai.org.

2.2 Updates and changes

We improve the Products continuously and may add, change or retire features. We will not make a change that materially reduces the core functionality you have paid for during a subscription term without your written agreement. If we replace a Product with one that provides substantially the same material functionality, the Agreement continues to apply to the replacement.

2.3 Professional services

Onboarding, data setup, training, revenue strategy consulting and other professional services are described in the Order Form or a separate statement of work. Unless a statement of work says otherwise, professional services do not create custom deliverables owned by the Customer.

2.4 Support

Standard support by email at techsupport@innsightai.org is included with every paid subscription during business hours in the U.S. Central time zone. Enhanced support, if purchased, is described in the Order Form.

2.5 Trials and pilots

If we provide a free trial or pilot, access is limited to the agreed period and is for the purpose of evaluating the Products. Trial access may have limited features, may be ended by us at any time, and is provided without warranty, support commitment or indemnity. Access ends automatically when the trial ends unless a paid subscription is in place.

2.6 Beta features

Features marked beta, preview or early access are optional, may change or be withdrawn without notice, may be less reliable than released features and are provided “as is.”

03Access rights

Subject to payment of the applicable fees and compliance with the Agreement, InnSight AI grants the Customer a non-exclusive, non-transferable, revocable right during the subscription term for its Authorized Users to access and use the Products for the Customer’s internal business operations at the Participating Properties listed in the Order Form.

InnSight AI and its licensors retain all right, title and interest in the Products, the Platform, the underlying software, data models, methodologies, documentation and all improvements, whether or not developed with Customer feedback. No rights are granted except those expressly stated in the Agreement.

04Implementation and cooperation

The Customer will provide the information, system access, files and decisions reasonably needed to set up and operate the Products, including property details, user lists, report files and authorization for connected systems. InnSight AI is not responsible for delays or shortfalls caused by the Customer’s failure to provide them, and timelines may be adjusted accordingly.

05Term, renewal and termination

5.1 Subscription term

Each subscription begins on the effective date in the Order Form and continues for the initial term stated there. Unless the Order Form says otherwise, subscriptions renew automatically for successive twelve-month periods.

5.2 Non-renewal

Either party may prevent renewal by giving written notice at least 60 days before the end of the current term. Customer notices should be sent to hello@innsightai.org.

5.3 Termination for cause

Either party may terminate the Agreement if the other party materially breaches it and does not cure the breach within 30 days after written notice, or immediately if the breach cannot be cured, or if the other party becomes insolvent, makes an assignment for the benefit of creditors or ceases to do business.

5.4 Suspension

We may suspend access, after notice where practical, if undisputed fees are more than 30 days overdue, if the Customer repeatedly breaches section 7, or if continued access would create a security, legal or regulatory risk. We will restore access promptly once the issue is resolved.

5.5 Product end of life

We may discontinue a Product with at least 30 days’ written notice. If we do, we will refund any prepaid fees for the unused portion of the term for that Product within 60 days. This refund is the Customer’s sole remedy for discontinuation.

5.6 Effect of termination

When the Agreement ends, access rights end, outstanding fees for the period before termination remain due, and each party returns or destroys the other’s Confidential Information. Customer Data is handled as described in section 11.5. Provisions that by their nature should survive, including sections 6, 9, 10, 11, 17, 18 and 19, survive termination.

06Fees, payment and taxes

• Subscription fees are invoiced in advance for each billing period in the Order Form. Usage-based or per-property fees, if any, are invoiced monthly in arrears.
• Invoices are due within 30 days of the invoice date unless the Order Form states otherwise, without set-off or deduction, and are delivered electronically.
• Fees exclude sales, use and similar taxes, which the Customer pays unless it provides a valid exemption certificate.
• If the Customer pays by card, it authorizes recurring charges for the fees due during the term. Card processing is handled by our payment processor under its terms.
• Billing errors must be reported within 30 days of the invoice so they can be corrected.
• We may adjust fees at renewal with at least 60 days’ written notice before the renewal date.

07Restrictions and acceptable use

7.1 Restrictions

The Customer will not, and will not allow anyone else to:

• Copy, modify, translate or create derivative works of the Products, or reverse engineer, decompile or otherwise attempt to discover their source code, models, algorithms or structure, including to build a competing product;
• Sell, rent, lease, sublicense, share or otherwise make the Products or any InnSight AI content available to anyone other than Authorized Users at Participating Properties;
• Use automated tools, scripts or browser extensions to extract data from the Platform, or access it by any means other than the interfaces we provide;
• Interfere with the Platform’s security, availability or license controls, or probe or test it for vulnerabilities without our written permission;
• Upload content that is unlawful, infringing, misleading or that the Customer does not have the right to use, including personal information about guests that the Products do not require;
• Remove proprietary notices, or use InnSight AI names, logos or content except as the Agreement permits;
• Use the Products in violation of any law or any agreement the Customer has with a hotel brand, distribution channel or data provider.

7.2 Consequences

A breach of this section may result in immediate suspension or termination of access. Prepaid fees for the remainder of the term are not refunded in that case.

7.3 User access

The Customer is responsible for its Authorized Users, for keeping credentials confidential, for limiting each user’s access to the hotels they are entitled to see, for removing users promptly when they leave, and for telling us right away if it suspects unauthorized access. We may suspend a user account on reasonable suspicion of misuse. InnSight AI is not responsible for losses caused by the Customer’s failure to manage its own users and credentials.

08Warranty and disclaimer

InnSight AI warrants that the Products will perform substantially as described in the applicable documentation and that professional services will be performed with reasonable skill and care. If the Products do not conform, the Customer must notify us within 30 days of first noticing the issue, and we will use commercially reasonable efforts to correct it. If we cannot, either party may terminate the affected subscription and we will refund prepaid fees for the unused portion. These are the Customer’s exclusive remedies for breach of this warranty.

This warranty does not cover issues caused by misuse, Customer or third-party data, unauthorized modification, connected third-party systems, or trial, beta or no-charge use.

Except as stated in this section, the Products and services are provided “as is.” To the fullest extent permitted by law we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Products will be uninterrupted, error-free or completely secure, or that the data supplied by the Customer or by third parties is accurate or complete.

09Confidentiality

Each party will protect the other’s Confidential Information with at least the same care it uses for its own confidential information, and no less than reasonable care; will use it only to perform or receive services under the Agreement; and will disclose it only to employees, contractors and advisers who need to know it and are bound by equivalent obligations. A party may disclose Confidential Information when required by law, after giving the other party reasonable notice where permitted. On request or when the Agreement ends, each party will return or destroy the other’s Confidential Information, except for copies kept in routine backups or as required by law, which remain protected.

10Intellectual property

InnSight AI and its licensors own the Products, the Platform, InnSight AI brands and logos, documentation, data models, methodologies, templates and report designs, and all improvements, derivatives and feedback-driven enhancements. The Customer owns its Customer Data. Nothing in the Agreement transfers ownership of either party’s intellectual property to the other.

The Customer grants InnSight AI a non-exclusive, worldwide, royalty-free license to use Customer Data as needed to provide, secure, support and improve the services for the Customer, as otherwise described in the Agreement and as required by law. The Customer warrants that it has the rights necessary to grant this license and that Customer Data does not infringe anyone’s rights or violate any law or contract. This license ends when the Agreement ends, subject to section 11.5.

If the Customer gives us suggestions or feedback, we may use them without obligation to the Customer.

11Customer Data and hotel data

11.1 Ownership and responsibility

Customer Data remains the property of the Customer, which is solely responsible for its accuracy, legality and completeness and for having the rights and permissions needed to provide it, including under any hotel brand, franchise, benchmarking or channel agreement.

11.2 Isolation

Every Participating Property is isolated by credentials. InnSight AI will not show one Customer’s data to another Customer, and will not combine Customer Data across Customers, even where properties share a market, management company or ownership group, except where the same Customer has authorized the combination for its own properties.

11.3 No cross-customer benchmarking without opt-in

InnSight AI does not use Customer Data to build benchmarks, market reports, indexes or training sets shared with other customers unless the Customer opts in, in writing, to a clearly described program. Where a Customer opts in, its data will be used only in aggregated and anonymized form that cannot identify the Customer or any property.

11.4 Service analytics

We may collect and use anonymized, aggregated statistics about how the Platform is used, such as feature adoption and performance metrics, to operate and improve the service. These statistics never include Customer Data in identifiable form.

11.5 Return and deletion

During the term and for 30 days after it ends, the Customer may export its Customer Data using the Platform’s export features or by request. We will delete or anonymize Customer Data within 90 days after the Agreement ends, except for copies in routine backups, which are overwritten in the normal course, and records we must keep by law.

11.6 Personal information

The Products are designed to work with hotel business data, not guest records. The Customer agrees not to upload guest or employee personal information unless a specific feature requires it, in which case the parties’ data processing terms apply.

12Privacy and security

InnSight AI maintains administrative, technical and physical safeguards designed to protect the confidentiality, integrity and availability of Customer Data, including encryption in transit and at rest, role-based access control, logging and monitoring, and regular testing of its security program. We are pursuing a SOC 2 Type I report; current information is available in our Trust Center.

We handle personal information as described in our Privacy Policy. Where required, the parties will enter into data processing terms, which are available on request and form part of the Agreement when signed.

13AI features

• Scope. “AI Features” are Product features that use artificial intelligence or machine learning, including performance summaries, plain-language interpretation of reports, conversational assistance and pricing suggestions.
• Data used. AI Features work with the Customer’s own data and publicly available market information. Prompts and outputs are processed by AI service providers under contracts that prohibit them from using Customer content to train their models.
• Outputs are recommendations. AI outputs may be incomplete, inaccurate or not unique, and may be similar to outputs generated for others. The Customer will review outputs with appropriate human judgment before acting on them.
• Conditions. The Customer will not use AI Features to develop competing models, will not enter personal information about guests or employees, and will not present AI output as human-written where the law requires disclosure.
• Ownership. The Customer retains whatever rights it has in its inputs and may use outputs for its internal business. InnSight AI retains ownership of the AI Features themselves.
• Changes. We may modify, suspend or withdraw AI Features where required by law, by a change in a service provider’s terms, or to address a security or compliance risk. AI Features are provided “as is” without warranty.

14Pricing recommendations

Rate recommendations, floors and ceilings, forecasts, next-year baselines and similar outputs are planning estimates based on the data available to InnSight AI. They are provided for information only and are not a substitute for the Customer’s own review and decision-making. The Customer is solely responsible for the rates and restrictions it chooses to publish, for complying with laws on pricing transparency, fees and advertising, and for any brand or channel requirements that apply to its properties. InnSight AI disclaims liability for losses arising from reliance on recommendations.

15Third-party systems

The Products may connect to or rely on systems the Customer uses or licenses from others, such as property management systems, benchmarking providers, distribution channels, mapping services and sign-in providers (“Third-Party Systems”). The Customer is responsible for its agreements with those providers and for authorizing InnSight AI to access them. We do not control Third-Party Systems and are not responsible for their availability, accuracy or performance; a change or outage in a Third-Party System may require a change to the Products and is not a breach of the Agreement. We will use commercially reasonable efforts to select reputable providers and to tell the Customer about material dependency changes.

16White-label and reseller use

Where the Order Form permits the Customer to present Products under its own brand or to provide them to the hotels it manages, the Customer is responsible for its end users’ compliance with these Terms, for the accuracy of any branding and descriptions it applies, and for its own terms and privacy notices with its end users. InnSight AI remains the provider of the underlying service and may identify itself as such where the law requires. White-label rights end with the Agreement.

17Indemnification

By InnSight AI. We will defend the Customer against third-party claims alleging that the Products, as provided by us and used in accordance with the Agreement, infringe a United States patent, copyright or trademark or misappropriate a trade secret, and will pay damages finally awarded or agreed in settlement. If such a claim arises, we may obtain the right for the Customer to keep using the Products, modify or replace them, or terminate the affected subscription and refund prepaid unused fees. We have no obligation for claims arising from Customer Data, combinations with items we did not supply, or modifications we did not make.

By the Customer. The Customer will defend InnSight AI against third-party claims arising from Customer Data, from the Customer’s use of the Products in violation of the Agreement or law, or from the Customer’s pricing, publishing or distribution decisions, and will pay damages finally awarded or agreed in settlement.

Process. The party seeking defense must give prompt written notice, allow the other party to control the defense and settlement, and provide reasonable cooperation. No settlement that imposes obligations on the indemnified party may be made without its consent, not to be unreasonably withheld.

18Limitation of liability

Nothing in the Agreement excludes liability that cannot be excluded by law, including for fraud or for death or personal injury caused by negligence.

To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, business, goodwill or data, however caused and under any theory of liability, even if advised of the possibility.

Except for indemnification obligations, breach of confidentiality, or a party’s willful misconduct, each party’s total aggregate liability arising out of or related to the Agreement is limited to the fees paid or payable by the Customer to InnSight AI in the twelve months immediately before the event giving rise to the claim.

19General provisions

Entire agreement

The Agreement is the complete agreement between the parties on its subject and supersedes prior proposals and understandings. Terms on a Customer purchase order do not apply. Changes to a signed Order Form must be in writing and signed by both parties.

Assignment

Neither party may assign the Agreement without the other’s written consent, except to an affiliate or to a successor in a merger, acquisition or sale of substantially all assets that is not a direct competitor of the other party. Any other assignment is void.

Notices

Notices must be in writing. Email is sufficient for routine notices; notices of breach, termination or legal claims must also be sent to the postal address in the Order Form. Notices to InnSight AI go to hello@innsightai.org.

Force majeure

Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, severe weather, utility or internet failures, labor disputes, war, terrorism, government action or Third-Party System outages, provided it uses reasonable efforts to mitigate.

Export and sanctions

Each party will comply with applicable export control and sanctions laws. We may suspend or terminate access if continued provision would violate them.

Waiver and severability

A party’s delay in enforcing a right is not a waiver. If a provision is unenforceable, it will be enforced to the maximum extent permitted and the rest of the Agreement remains in effect.

Relationship

The parties are independent contractors. The Agreement does not create a partnership, joint venture, agency or employment relationship.

Governing law and venue

Unless an Order Form says otherwise, the Agreement is governed by the laws of the State of Texas and applicable U.S. federal law, without regard to conflict-of-law rules. The state and federal courts located in Harris County, Texas have exclusive jurisdiction, and each party consents to that jurisdiction.

Changes to these Terms

We may update these Terms by posting a revised version on this page. Changes take effect 30 days after posting, or at the start of the next renewal term for Customers with a signed Order Form, whichever is later. Continued use after that date is acceptance of the revised Terms. We will notify Customer administrators of material changes.

20Website terms

The content of innsightai.org, including text, graphics, logos, screenshots and sample reports, belongs to InnSight AI or its licensors and is provided for general information. You may view and share links to it but may not copy it for commercial use without permission. Sample figures shown on the website are illustrative and are not promises of results. Submitting the demo form authorizes us to contact you about InnSight AI as described in our Privacy Policy. Links to third-party sites are provided for convenience and we are not responsible for their content.

21Definitions

Authorized User

An employee or contractor of the Customer whom the Customer permits to use the Products for the Customer’s internal business.

Confidential Information

Non-public information disclosed by one party to the other that is marked confidential or would reasonably be understood to be confidential, including Customer Data, pricing, product roadmaps and security information. It excludes information that is public through no fault of the recipient, already known to the recipient, independently developed, or lawfully received from a third party.

Customer Data

Data, files and other content that the Customer or its Authorized Users upload to, connect with or generate inside the Platform, excluding InnSight AI content and anonymized service analytics.

Order Form

An order form, quote, proposal, statement of work or signed agreement that references these Terms.

Participating Property

A hotel or similar property owned, operated or managed by the Customer and listed in an Order Form.

Platform

The InnSight AI web application at portal.innsightai.org and related services through which the Products are delivered.

Products

The InnSight AI products and features listed in the Order Form, including updates and replacements.