1. Definitions
For the purposes of these Terms, the following definitions apply:
- Annota or Provider: Annota S.r.l., with registered office at Via Davide Lazzeretti 2/P, 58100 Grosseto, EU VAT No. IT01783380536, Italian Tax Code 01783380536, Grosseto Companies Register (REA) No. GR-236295, fully paid-up share capital of €10.000,00, certified email (PEC) annotasrl@pec.it.
- Application: the Annota.ai website, the web platform, the APIs, and any other interfaces through which the Service is made available.
- Service: the software tools provided by Annota to upload, organize, transform, and annotate data, images, text, and documents, together with any additional features included in the selected Plan.
- Plan: the free or paid offering selected by the User, with the features, limits, credits, term, and support level described in the Application or the relevant order form.
- User: the natural person who uses the Application on their own behalf or on behalf of an organization.
- Consumer User: a natural person who enters into the contract for purposes unrelated to their business, trade, craft, or professional activity.
- Business User: a natural or legal person who enters into the contract in the course of their business, trade, craft, or professional activity.
- Account: the personal or business profile through which the User accesses the Service.
- User Content: data, datasets, files, text, images, documents, schemas, annotations, instructions, and any other material uploaded, created, or processed by the User through the Service.
- Output: annotations, classifications, extractions, suggestions, or other results generated or assisted by the Service's artificial intelligence features.
- Terms: this agreement and any documents expressly incorporated by reference.
2. Scope and acceptance
These Terms apply to browsing the website, registering, using the Service, and purchasing Plans. Anyone who does not intend to accept them must not use the Application.
The User must be at least eighteen years old and have the legal capacity to enter into a valid contract. Anyone using the Service on behalf of a company or other organization represents that they have the authority required to bind that organization to these Terms.
Providing a VAT number is a relevant factor in classifying a purchase as a business purchase, but the classification also depends on the actual purpose for which the contract is entered into.
3. Description of the Service
Depending on the selected Plan, Annota enables Users to upload and organize images, text, and documents; create datasets and label schemas; perform manual or AI-assisted annotations; run optical character recognition operations; and export data and annotations.
The Service may include collaboration tools, activity traceability, private knowledge bases, APIs, model customization, and dedicated deployment options. Features, credits, limits, infrastructure, support, and availability depend on the Plan and any applicable commercial agreement.
Features identified as beta, preview, in development, or equivalent may change before general release. References to future features describe current plans and do not constitute a commitment to release them by a specific date unless expressly agreed in writing.
4. Account registration and security
Registration with complete, accurate, and up-to-date information is required to use restricted features. The User is responsible for activity conducted through their Account and must safeguard credentials, use appropriate authentication measures, and prevent unauthorized access.
The User must promptly notify Annota of lost credentials, suspicious access, or any security incident. For business Accounts, administrators appointed by the customer may manage users, roles, permissions, and User Content according to the features of the Plan.
Information on the processing of personal data is provided separately from these Terms. Registration confirms that the privacy notice has been received and read; it does not constitute general consent to any additional processing.
5. Permitted use and User responsibilities
The User must use the Service in accordance with applicable law, these Terms, the technical documentation, and the limits of the Plan. In particular, the User must not:
- upload or process unlawful, misleading, discriminatory content or content that infringes third-party rights, including intellectual property, confidentiality, and personal data protection rights;
- introduce malware, harmful code, or content intended to compromise the Service or third-party systems;
- circumvent technical limits, credits, access controls, or security measures;
- attempt unauthorized access, interfere with the Service, or subject it to abnormal or abusive loads;
- copy, resell, sublicense, or make the Service available to third parties beyond what is permitted by the Plan;
- reverse engineer or attempt to derive source code, models, or protected components, except where mandatorily permitted by law;
- use the Service or Output for purposes prohibited by applicable law or without the checks and control measures required by the context of use.
The User warrants that they have sufficient rights, authorizations, and legal bases to upload and process User Content. Workspaces are intended for private collaboration among authorized users and not for indiscriminate publication of content to the public.
6. Orders and conclusion of the contract
The essential characteristics of the Plans are described on the relevant pages or in the commercial offer. Unless otherwise stated, presenting a Plan constitutes an invitation to submit an order and not an irrevocable offer.
The contract is concluded when Annota activates the Plan or sends an order confirmation to the address provided by the User. The confirmation states or makes available on a durable medium the applicable information, including the Plan, price, taxes, term, renewal, payment method, and consumer rights.
Before submitting a paid order, the User may review and correct the information entered. Where required by consumer law, the final command clearly indicates that the order entails an obligation to pay.
Annota may reject an order due to unavailability, incomplete or incorrect information, fraud risk, violation of law, or technical inability to provide the Service. Any amount already collected for an order that is not accepted will be refunded without undue delay.
7. Plans, credits, and subscriptions
The term, credits, usage thresholds, features, and billing frequency are those shown at the time of subscription or stated in the order form. Unused credits expire or renew in accordance with the rules of the Plan.
Subscriptions automatically renew for periods of the same duration unless canceled before the renewal date through the Account or by writing to team@annota.ai. Cancellation stops future renewals and, unless otherwise stated or required by mandatory law, the Service remains available until the end of the period already paid for.
Any price changes apply from the following renewal and are communicated at least thirty days in advance. The User can avoid the new price by disabling renewal before it takes effect.
Free trials, promotions, and complimentary credits may be subject to specific conditions and durations and do not entitle the User to a refund or conversion into money.
8. Prices, taxes, payments, and invoicing
Prices for Business Users may be stated exclusive of VAT and other applicable taxes, provided this is clearly indicated. Before a Consumer User is bound by an order, the total price inclusive of taxes and all mandatory charges is displayed, including the total cost per billing period for subscriptions.
Payments are processed through Stripe Checkout; subscriptions, invoices, and payment methods may be managed through the Stripe Customer Portal. Annota retains the identifiers and statuses required to reconcile the customer, Plan, credits, and transactions, but not complete payment instrument details. Stripe may also process certain data as an independent controller for financial obligations, fraud prevention, and security in accordance with its privacy notice. The User authorizes charges due under the Plan and must keep payment and billing information up to date.
If payment fails, Annota may retry the charge and, after informing the User and allowing a reasonable period to remedy the situation, suspend paid features. Amounts accrued before suspension remain payable.
Invoices are issued or made available through the billing system on the basis of information provided by the User and in accordance with applicable tax law. The User is responsible for the accuracy and currency of that information.
9. Right of withdrawal and cancellation of purchases
Business Users
Business Users are not entitled to the statutory right of withdrawal granted to consumers. Any cancellation, termination, or refund rights expressly provided by the Plan, order form, or law remain applicable.
Consumer Users
A Consumer User may withdraw from a distance contract, without giving reasons and without penalty, within fourteen days after the contract is concluded by sending an unequivocal statement to team@annota.ai. The optional form below may be used.
If the consumer expressly requests that a digital service begin during the withdrawal period and subsequently withdraws, they may be required to pay an amount proportionate to the service provided up to the withdrawal notice. The right is lost after the service has been fully performed only where performance began with the consumer's prior express consent and acknowledgement that the right would be lost.
For digital content supplied without a tangible medium, the right of withdrawal is excluded after performance begins only if the consumer expressly consented in advance to performance beginning during the withdrawal period, acknowledged that the right would thereby be lost, and received the confirmation required by law.
In the event of a valid withdrawal, Annota refunds all amounts due without undue delay and in any event within fourteen days after receiving notice, using the same means of payment unless otherwise agreed at no cost to the consumer.
Optional withdrawal form
- To: Annota S.r.l., Via Davide Lazzeretti 2/P, 58100 Grosseto, Italy; email team@annota.ai.
- I hereby give notice that I withdraw from the contract relating to the following Plan or Service: ________.
- Order number and date: ________.
- Full name and address: ________.
- Email associated with the Account: ________.
- Date: ________.
10. Legal guarantee of conformity for consumers
Consumer Users benefit from the legal guarantee of conformity for digital content and services under Articles 135-octies et seq. of the Italian Consumer Code.
For a single supply or a series of individual supplies, Annota is liable for lack of conformity that becomes apparent within two years after supply; claims relating to defects existing at the time of supply and not fraudulently concealed are subject to the limitation periods provided by law. For continuous supply, Annota is liable for lack of conformity arising during the period in which the digital content or service must be supplied.
The consumer may request that conformity be restored and, in the cases provided by law, a proportionate price reduction or termination of the contract. Any refund due will be made without undue delay and in any event within fourteen days.
To exercise these remedies, the consumer may write to team@annota.ai, describe the issue, and provide the information reasonably necessary to verify it. Nothing in these Terms limits any mandatory rights under the Italian Consumer Code.
11. Ownership and use of User Content
The User retains ownership of and all rights in User Content. Uploading content to the Service does not transfer to Annota ownership of datasets, files, annotations, documents, or other materials.
For the duration of the relationship, the User grants Annota a non-exclusive, worldwide license limited to hosting, reproducing, technically transforming, and processing User Content to the extent necessary to provide, protect, support, and maintain the Service. Annota may permit its providers to perform the same activities solely for those purposes and subject to appropriate contractual obligations.
Annota does not sell User Content and does not publish or make it available to third parties for their own purposes. Certain processing may be performed on infrastructure managed by Annota or by specialized providers appointed under contract, solely to the extent necessary to provide the Service. Any additional use requires a separate contractual basis and, where necessary, specific consent or authorization.
Use for model improvement
On Pro and higher Plans, User Content and workspace data are not used to train Annota's models. On the Free Plan, Annota may use only usage data that has been effectively anonymized and aggregated so that the User, other individuals, or the organization cannot reasonably be identified or reidentified, for statistical analysis and model improvement.
Any use of identifiable User Content for model training, evaluation, or improvement requires a separate, express, and informed agreement. The same restriction applies to providers appointed by Annota. Authorization may be withdrawn for future uses in accordance with the terms of the applicable agreement.
12. Annota intellectual property
Annota and its licensors retain all rights in the Application, software, models, interfaces, documentation, trademarks, and content made available by Annota, excluding User Content.
For the duration of the Plan, Annota grants the User a limited, non-exclusive, non-transferable, and revocable right to access and use the Service for personal or professional purposes, within the limits of these Terms, the Plan, and any applicable order form.
Suggestions or feedback provided voluntarily may be used by Annota to improve the Service, provided this does not disclose confidential information or involve use of User Content beyond what is permitted by the previous section.
13. Data protection and confidentiality
The processing of personal data relating to the website, Account, workspaces, billing, security, and use of the platform is described in the Privacy Notice.
Where Annota processes personal data contained in datasets on behalf of a Business User, the parties act respectively as controller and processor. Before using the Service for such processing, the User must ensure that a data processing agreement compliant with Article 28 GDPR applies.
Each party protects confidential information received from the other using measures at least equivalent to those used for its own information of the same nature and, in all cases, reasonable measures. Confidential information may be used only to perform the contract and disclosed only to personnel and providers who need it and are subject to appropriate obligations.
Information is not confidential if it becomes public without breach of contract, was already lawfully known, was lawfully received from a third party, or was independently developed. Disclosure required by law is permitted to the extent necessary and, where possible, after informing the other party.
14. Artificial intelligence features
Artificial intelligence features may run on infrastructure managed by Annota or through specialized providers appointed under contract. They assist the User's work and may produce incomplete, inaccurate, or contextually unsuitable results. The User must verify Output before using or exporting it or making decisions based on it.
The User is responsible for determining whether use of the Service and Output is appropriate and compliant with the rules applicable to their sector. Output does not replace professional advice, human oversight, or quality checks required by law or good practice.
The User must not use the Service for prohibited artificial intelligence practices or for decisions that produce legal or similarly significant effects on individuals without a legal basis, appropriate information, human oversight, and safeguards. Annota makes available information about the operation of the Service that is reasonably necessary to enable transparent and compliant use.
15. Changes to the Service and these Terms
Annota may change the Service to comply with law, improve security and performance, correct vulnerabilities or errors, update technical components, prevent abuse, or introduce and improve features.
Changes other than those necessary to maintain conformity are made without additional cost to the consumer and for valid reasons. If they negatively affect access to or use of a continuously supplied digital service in a more than minor way, the consumer will be informed with reasonable advance notice on a durable medium and may withdraw free of charge within thirty days after the notice or the change, if later.
Material changes to these Terms will be communicated by email, through the Application, or by another appropriate means before they take effect. They do not apply retroactively unless required by law or necessary to address an urgent risk. If the User does not accept a material change, they may stop renewal or, where provided, terminate the contract before the change takes effect.
16. Suspension, deletion, and Account closure
The User may disable renewal, close the Account, or request its deletion through the available features or by writing to team@annota.ai. Closure does not extinguish payment obligations already accrued.
Annota may suspend or limit the Service in the event of non-payment, breach of these Terms, or use that exposes Annota, Users, or third parties to a concrete risk. Except in urgent cases involving security, fraud, unlawful activity, or an order from an authority, Annota will notify the User of the issue and allow at least ten days to remedy it.
In urgent cases, suspension may be immediate and limited to what is necessary. Where permitted by law, Annota will communicate the reasons for the measure and allow the User to submit comments by writing to team@annota.ai.
Before requesting deletion, the User must export any data they wish to retain. Deletion of a dataset or organization initiated through the dedicated features may be immediate and irreversible, without prejudice to the technical completion of removal from storage and backups.
Closing the Account disables access and removes the User from organizations they do not own. If the User is the sole owner of an organization, that organization is suspended and scheduled for deletion after 30 days; the User must first transfer ownership or export its data. When the User no longer belongs to any organization, identifying profile data is normally anonymized within 30 days. Pseudonymous identifiers and data required for audit, security, accounting, or the protection of legal rights may be retained for longer.
If the relationship ends without the User explicitly deleting the data, unless otherwise provided by the Plan, order form, or DPA, Annota makes User Content exportable for up to 30 days where technically possible and deletes or anonymizes it within 90 days, subject to legal obligations, authority requests, and ordinary backup deletion cycles.
17. Availability and warranties
Annota provides the Service with professional diligence and takes reasonable measures to keep it secure and available. Maintenance, updates, incidents, third-party dependencies, or events beyond Annota's reasonable control may cause temporary interruptions.
Any guaranteed service levels are exclusively those stated in the Plan or a signed service level agreement. Beta or free features may be changed, limited, or discontinued with reasonable notice, except where urgent action is required.
The statutory guarantee of conformity and all other mandatory rights remain fully applicable to Consumer Users. For Business Users, to the extent permitted by law and except for expressly agreed warranties, the Service is provided as is and as available.
18. Limitation of liability
Consumer Users
Annota's liability to Consumer Users is governed by applicable law. Nothing excludes or limits liability or rights that cannot lawfully be excluded or limited.
Business Users
To the extent permitted by law, Annota is liable only for direct and foreseeable losses caused by its breach. It is not liable for loss of profits, revenue, opportunities, goodwill, or data, or for indirect or consequential losses, except where caused by willful misconduct or gross negligence.
Annota's total liability arising out of the Service will not exceed the greater of €100 and twice the amounts paid or payable by the User for the Service during the twelve months preceding the event giving rise to the loss.
The limitations do not apply in cases of willful misconduct or gross negligence, death or personal injury, breach of obligations that cannot be limited by law, or any other case of mandatory liability.
Annota is not responsible for consequences arising from unlawful or inaccurate User Content, use of Output without appropriate verification, breach of instructions, credentials compromised through the User's actions, or third-party services selected and managed directly by the User.
19. Force majeure
Neither party is liable for delay or failure caused by events beyond its reasonable control, including disasters, conflicts, government action, widespread power or connectivity outages, generalized cyberattacks, unavailability of essential infrastructure, and labor disputes not limited to its own personnel.
The affected party will inform the other as soon as reasonably possible and take appropriate measures to limit the effects. If the impediment continues for more than sixty days and materially compromises the Service, either party may terminate the affected part of the contract, without prejudice to rights already accrued.
20. Third-party services and links
To provide the Service, Annota uses selected providers for cloud infrastructure and storage, networking and security, identity and authentication, payments and billing, operational email, and specific processing operations. The relevant processing, roles, and transfers are described in the Privacy Notice and, for data processed on behalf of customers, in any applicable DPA and subprocessor list.
The Service may also interoperate with integrations, applications, or third-party websites selected or activated directly by the User. The relevant provider's terms and notices may apply to those services, and the User is responsible for assessing their suitability before transferring data.
Annota does not control independent external websites or services and is not responsible for their content or practices. This exclusion does not apply to providers directly appointed by Annota to perform parts of the Service, for which Annota remains responsible to the extent provided by law and applicable agreements.
21. Governing law and disputes
These Terms are governed by Italian law.
For Business Users, any dispute relating to these Terms or the Service is subject to the exclusive jurisdiction of the Court of Grosseto, unless otherwise agreed in writing.
For Consumer Users, the courts of the consumer's place of residence or domicile have jurisdiction where provided by law. Any mandatory provisions of the consumer's country of habitual residence that are more favorable remain applicable.
Before commencing court proceedings, the User may submit a complaint to team@annota.ai. Consumers retain the right to use competent alternative dispute resolution bodies under applicable law. This section does not refer to the European ODR platform, which was discontinued on July 20, 2025.
22. Final provisions and contact details
Contractual communications may be sent to the email address associated with the Account and are deemed received when they become accessible to the recipient. The User must keep their contact details up to date.
If any provision is invalid, the remaining provisions are unaffected. Failure to exercise a right does not constitute a waiver. The User may not assign the contract without Annota's consent; Annota may transfer it as part of a reorganization or business transfer, without reducing consumer rights and subject to appropriate notice.
The Italian version of these Terms is the only legally valid and authoritative version. Translations are provided solely for convenience; in the event of any conflict, ambiguity, or difference in interpretation, the Italian text prevails.
For questions, complaints, withdrawal, or support, contact team@annota.ai or send a certified email (PEC) to annotasrl@pec.it.