AI Terms & Conditions

AI End User Terms and Conditions

Last Updated: April 2026

These AI Terms and Conditions (“AI Terms”) govern your (“User”, “you”) access to and use of AI-powered features (“AI Services”) within the BrainPayroll platform (“BrainPayroll”, “we”, “us”, “our”).

By enabling or using any AI Services, you agree to be bound by these AI Terms. If you do not agree, you must not enable or use AI Services.

1. Overview of AI Services(aka AI features)

BrainPayroll provides AI-assisted features designed to improve efficiency in payroll data migration, validation, transformation, and analysis.

Important:
BrainPayroll does not operate or host its own AI model. All AI Services follow a Bring Your Own Model (BYOM) approach, where you configure and use your own API key from a supported third-party AI provider.

AI is not used in payroll calculations and is not part of the core payroll processing logic.For avoidance of doubt, the AI Services (aka AI features) are entirelyoptionalto process your payroll within the Brain Payroll Platform.

2. Third-Party AI Providers

• 2.1 Use of External AI Providers

  AI Services rely on third-party AI providers (e.g., OpenAI, Azure OpenAI, Anthropic, Google, or similar providers configured by you).

  When AI features are used, data may be transmitted to these providers based on the feature functionality.Where possible,your datamay not betransmittedor masked beforebeing transmitted to the third-party AI providers.

• 2.2 Your Responsibility

  You are solely responsible for:

  • Selecting your AI provider
  • Reviewing and accepting their terms and privacy policies
  • Ensuring compliance with applicable data protection laws
  • Understand which AI features pass your data to the AI Provider

• 2.3 Data Transfers

  Use of third-party AI providers may involve international data transfers, including outside the UK/EEA. BrainPayroll does not control the processing practices of these providers

3. Data Processing & Privacy

• 3.1 Roles under Data Protection Law

  • You act as the Data Controller
  • BrainPayroll acts as a Data Processoror Data sub-processor
  • Third-party AI providers act as sub-processors

• 3.2 Data Transmission

  Depending on the feature used:

  • Some AI features do not send personal data
  • Some features may send limited data (e.g., field names only)
  • Some features may send full or partial payroll data, including personal data (PII)

• 3.3 Important Data Warning

  Certain AI features may transmit unmasked personal data, including:

  • Payroll data
  • Employee details
  • Uploaded documents (e.g., payslips)

  You must ensure you have a lawful basis (e.g., consent, contract, legitimate interest) before using such features.

• 3.4 Data Minimisation

  BrainPayroll applies data minimisation principles where technically feasible. However, some AI use cases require full data to function correctly.

• 3.5 Data Subject Rights

  You are responsible for managing data subject rights (access, correction, deletion). BrainPayroll will assist where legally required.

4. User Responsibilities

• 4.1 Lawful Use

  You must:

  • Only process data you are authorised to use
  • Comply with all applicable laws (including GDPR / Data Protection Act 2018/ EU AI Act)
  • Ensure appropriate notices and consents are in place

• 4.2 Data Accuracy

  You are responsible for the accuracy and integrity of all data submitted to AI Services.

• 4.3 Appropriate Use

  You must not:

  • Use AI Services for unlawful or harmful purposes
  • Upload data you do not have rights to process
  • Misuse AI outputs without validation

5. AI Output & Human Oversight

• 5.1 No Guarantee of Accuracy

  AI outputs are generated by machine learning models and may be inaccurate, incomplete, or misleading.Contract your third-party AI provider to understand the risk regarding their model’s accuracy and the risk attached.

• 5.2 Human Review Required

  You must review and validate all AI-generated outputs before applying them to payroll or business processes.

• 5.3 User Responsibility

  All decisions made using AI outputs are your responsibility. BrainPayroll does not accept liability for actions taken based on AI-generated resultsor the third-party AI provider’s output.

6. AI Behaviour and Automation

• Some AI features provide suggestions only
• Some features may automatically apply changes, but these can be reviewed, modified, or reverted
• AI usage is always optional and can be disabled

AI is not required for any payroll operation.

7. Logging and Audit

• 7.1 AI Activity Logging

  BrainPayroll logs AI interactions, including:

  • Prompts submitted
  • AI responses
  • User identity
  • Features used
  • Timestamp

• 7.2 Data in Logs

  These logs may include data sent to AI providers, including personal data where applicable.

• 7.3 Retention

  AI logs are retained for a defined period (typically up to 6 months, unless configured otherwise).

8. Security

• 8.1 Security Measures

  BrainPayroll implements appropriate technical and organisational security measures, including encryption in transit and access controls.

• 8.2 Third-Party Risk

  Where AI providers are used, BrainPayroll is not responsible for their security practices. You must assess their suitability.

• 8.3 Incident Response

  In the event of a security incident, BrainPayroll will respond in accordance with applicable legal and contractual obligations.

9. Intellectual Property

• 9.1 Platform Ownership

  BrainPayroll retains all rights to the platform and AI integration features.

• 9.2 User Data

  You retain ownership of your data. BrainPayroll processes it solely to provide AI Services.

• 9.3 Feedback

  Any feedback provided may be used by BrainPayroll without obligation or compensation.

10. Warranties and Liability

• 10.1 No Warranty

  AI Services are provided on an “as-is” and “as-available” basis without warranties of any kind.

• 10.2 Limitation of Liability

  To the fullest extent permitted by law, BrainPayroll shall not be liable for:

  • AI inaccuracies
  • Data loss
  • Business interruption
  • Indirect or consequential damage

• 10.3 Cap on Liability

  Total liability is limited to fees paid for AI Services in the preceding three (3) months.

• 10.4 Indemnity

  You agree to indemnify BrainPayroll against claims arising from:

  • Misuse of AI Services
  • Breach of these terms
  • Violation of applicable laws

11. Acceptance and Revocation

• 11.1 Acceptance

  AI Terms must be accepted before AI Services can be used.

• 11.2 Revocation

  You may disable AI Services at any time. Once disabled, no further AI processing will occur (subject to log retention obligations).

12. Changes to These Terms

BrainPayroll may update these AI Terms from time to time. Continued use of AI Services after updates constitutes acceptance of the revised terms.

13. Termination

We may suspend or terminate AI access if:

• You breach these AI Terms
• Required by law
• AI Services are discontinued

14. Governing Law

These AI Terms are governed by the laws of England and Wales, and disputes are subject to the exclusive jurisdiction of its courts.

15. Contact

For questions regarding these AI Terms:
Email: dataofficer@brainpayroll.co.uk
Address: 128 City Road, London EC1V 2NX

By enabling or using AI Services, you confirm that you have read, understood, and agreed to these AI Terms.