Terms and Conditions of Use and Service

These Terms and Conditions (the “Terms”) regulate the access and use of the Bioshield website (the “Site”) and the biometric software technology services offered by Bioshield Technologies (the “Company”) (the “Services”). By accessing, browsing, or using the Site or the Services, you (“User” or “Client”) agree to be bound by these Terms.

If you do not agree with these Terms, you must refrain from using the Site or the Services.

1. Definitions

For the purposes of these Terms:

• Software: Applications, APIs, SDKs, web platforms, and any technological component provided by the Company to deliver the Services.
• Biometric Services: Functionalities including facial identification, facial verification, facial image quality assessment, and liveness detection.
• Client Data: Information, images, videos, metadata, or biometric data provided by the Client or its end users through the use of the Software.
• Documentation: Technical manuals, integration guides, specifications, policies, and functionality descriptions.
• Client Environment: The Client’s systems, infrastructure, or devices where the Software is consumed or integrated.

2. Nature of the Service

2.1. License of Use

The Company grants the Client a limited, non-exclusive, revocable, and non-transferable license to access and use the Software under a SaaS model, solely for purposes related to the contracted Services.

2.2. Prohibitions

The Client may not:

• Modify, decompile, or reverse engineer the Software.
• Use the Services for illegal, discriminatory, or data-protection-infringing purposes.
• Sublicense, resell, or redistribute the Software without prior written authorization.

2.3. Intellectual Property Rights

All Software, biometric models, databases, algorithms, documentation, and improvements are the exclusive property of the Company. No rights are transferred other than the limited use expressly granted under these Terms.

3. Biometric Services

3.1. Facial Identification — 1:N

This service allows the comparison of an end user’s facial image against a Client database to determine possible matches. The Company does not host or manage the Client’s databases unless separately agreed, and only performs mathematical data comparisons.

3.2. Facial Verification — 1:1

This service allows the comparison of two facial images to confirm identity.

3.3. Facial Image Quality Assessment

This service analyzes compliance with technical standards such as lighting, sharpness, pose, obstructions, and other factors to ensure that the image is suitable for biometric processes.

3.4. Liveness Detection

This service detects signs of life through image or video analysis, depending on the configuration acquired by the Client.

3.5. Technical Limitations

The Services:

• Depend on the quality of the material captured by the Client.
• Do not guarantee perfect or error-free results.
• Do not constitute legal verification or official identity certification.

4. Client Obligations

The Client is responsible for:

• Complying with applicable legal obligations in each country where the Services are used, especially regarding privacy, data protection, and the processing of biometric data.
• Obtaining valid consent from end users whenever required by law.
• Ensuring the legitimacy of its databases.
• Ensuring that its infrastructure, devices, and systems comply with the minimum technical requirements established by the Company.
• Not using the Services for mass monitoring, illegal surveillance, or other prohibited purposes.

5. Processing of Biometric Data

5.1. Data Processing Roles

The Client acts as the Data Controller, or equivalent role under applicable local law. The Company acts as the Data Processor solely for the purpose of executing the Services.

5.2. Storage and Retention

The Company does not store images or biometric data except:

• When technically necessary for temporary processing.
• When the Client explicitly contracts storage services.

5.3. International Transfers

The Services may operate through globally distributed servers. The Client accepts and authorizes such transfers in accordance with applicable law.

5.4. Security

The Company applies reasonable technical and organizational measures, including encryption in transit, environment isolation, and access controls.

6. Service Level Agreement — SLA

6.1. Service Availability

The Company commits to a monthly availability level of 99.5%, except in cases of:

• Scheduled maintenance notified at least 24 hours in advance.
• Failures originating from the Client Environment.
• Force majeure events or external attacks.

6.2. Software Response Time

Average API response time: ≤ 1 second, depending on the acquired model and input quality, or as otherwise agreed under contract with the Client/User.

The Client acknowledges that response times may vary depending on traffic, process complexity, and network conditions.

6.3. Technical Support

The Company will provide support through:

• Email / ticketing: 24/7 for critical incidents.
• Critical incident — service down: initial response within ≤ 2 hours.
• High priority — severe degradation: within ≤ 6 hours.
• Medium priority / inquiries: within ≤ 24 business hours.

6.4. SLA Exclusions

The SLA does not apply when the incident is caused by:

• Incorrect Client integration.
• Errors in Client devices.
• Connectivity issues.
• Unauthorized or improper use.

7. Technical Responsibilities

7.1. Company Responsibility

The Company is responsible only for:

• Maintaining the Software in operation.
• Applying updates and patches.
• Providing functionality consistent with the Documentation.

7.2. Limitation of Liability

The Company does not guarantee:

• Absolute accuracy in biometric processes.
• That results are suitable for legal, police, or immigration decisions, unless separately agreed.

Under no circumstances shall the Company be liable for:

• Indirect, punitive, or consequential damages, loss of profits, or loss of data beyond its control.
• Decisions made by the Client based on biometric results.

7.3. Client Integration

The Client is responsible for:

• Correctly integrating the Software according to the Documentation.
• Protecting API credentials and access keys.
• Not exceeding the usage limits associated with its plan.

8. Payment and Billing

Prices, rates, usage-based charges, and payment methods are established in the contract or plan acquired by the Client.

Failure to pay may result in the temporary suspension of the Service.

9. Intellectual Property

The Software, algorithms, recognition models, interfaces, and documentation are the exclusive property of the Company. The Client retains ownership of its database and information.

10. Confidentiality

Both parties agree to keep confidential all technical, commercial, or strategic information exchanged between them.

11. Service Updates and Improvements

The Company may:

• Update, add, or remove features.
• Improve biometric models.
• Introduce new versions.

The Company will maintain reasonable compatibility or provide prior notice when compatibility is not possible.

12. Suspension and Termination

The Company may suspend or cancel access to the Software if the Client:

• Breaches these Terms.
• Uses the Service for illegal activities.
• Alters or compromises system security.

The Client may cancel its subscription at any time in accordance with the contracted plan.

13. Governing Law and Jurisdiction

These Terms may be governed by the applicable jurisdiction agreed between the parties or, in the absence of such agreement, by general principles of international commerce and digital contracting.

14. Modifications

The Company may modify these Terms at any time. The current version will be published on the Site.

15. Contact

For questions or requests related to these Terms, please contact: