Terms of Service and Data Processing Agreement

Version 2026-10-23 · Effective from 23 October 2026

These terms consist of two parts. Part A contains the terms of service for the AIvantage router. Part B is the agreement on the processing of personal data (data processing agreement, Article 28 of the EU General Data Protection Regulation 2016/679, "GDPR"). Together the parts form one agreement. Sections are numbered consecutively.

These terms exist in Finnish and English. If the versions conflict, the Finnish version prevails.

Part A – Terms of Service

1. Parties

1.1 The service provider is AIvantage Oy (business ID 3513275-9), Väisäläntie 20, 21500 Piikkiö, Finland, email office@aivantage.fi ("AIvantage").

1.2 The customer is a company or other business whose representative accepts these terms in the portal ("the Customer").

1.3 AIvantage and the Customer are together the "parties" and each a "party".

2. Definitions

2.1 Service means the AIvantage router, the portal and their related features, documentation and support.

2.2 Router is an API gateway with an OpenAI- and Anthropic-compatible interface. It forwards language model requests from the Customer's applications to model providers and to AIvantage's own capacity.

2.3 Portal is the web service where the Customer manages users, API keys, policies and settings, and views reports.

2.4 Model provider is a third party that offers language models through an API, for example Anthropic, OpenAI, Google or xAI.

2.5 BYOK key ("bring your own key") is the Customer's own model provider API key that the Customer stores in the Service.

2.6 AIvantage capacity means AIvantage's own models and hardware in Finland, and AIvantage's own model provider keys.

2.7 Policy is a setting the Customer makes in the portal. It defines, for example, the allowed model providers, jurisdictions and the behaviour of the privacy filter.

2.8 Billing agreement is a separate agreement, approved by AIvantage, on the prices and invoicing of paid services.

2.9 Service fee is the fee AIvantage charges for the Service. Service fees do not include pass-through costs, such as costs arising from model provider usage.

3. Formation and scope of the agreement

3.1 The agreement is formed when the Customer's representative accepts these terms in the portal.

3.2 The person accepting confirms that they are authorised to bind the Customer to this agreement.

3.3 The Service is intended for businesses only. The Customer confirms that it uses the Service in the course of its business. The Finnish Consumer Protection Act does not apply to this agreement.

3.4 If the parties have agreed otherwise in writing, such as in a billing agreement or a customer-specific service level, the separate written agreement prevails to the extent it differs from these terms. Otherwise these terms apply.

4. Description of the Service

4.1 The router receives language model requests from the Customer's applications and forwards them to a model selected according to the Customer's policy. Responses are returned to the Customer's application.

4.2 Savings. The router can tier requests so that the cheapest sufficient model is tried first. The router can use prompt caching to reduce costs.

4.3 Protection. The privacy filter detects personal data in requests, such as personal identity codes, IBAN account numbers and names. Depending on the Customer's policy, the filter can mask or pseudonymise the data, or block the request, before it is sent to a model. The filter is based on automated detection. It does not detect all personal data in all situations.

4.4 Sovereignty. The Customer can direct requests to be processed on AIvantage's own hardware in Finland.

4.5 Portal. In the portal the Customer can view usage, cost, savings and privacy reports, as well as actual service level.

4.6 The Customer selects the allowed jurisdictions (Finland, EU, USA) and model providers in the portal. Traffic is not routed to a jurisdiction or model provider that the Customer has not allowed.

4.7 AIvantage develops the Service continuously. AIvantage may change the features of the Service, provided the change does not materially reduce the agreed service. Changes that materially reduce the service are notified in accordance with section 17.

5. Savings pilot

5.1 The Customer may start the Service with a 10-day savings pilot. The pilot starts from the first request that passes through the router.

5.2 AIvantage does not charge a service fee for the pilot, unless otherwise agreed in writing.

5.3 The pilot uses the Customer's own model provider API keys (BYOK). The model provider invoices usage directly to the Customer in accordance with section 6.

5.4 AIvantage capacity is not available during the pilot unless AIvantage has approved the Customer's billing agreement.

5.5 After the pilot, continued use of the Service and paid services are agreed in a billing agreement.

5.6 Liability during the pilot is limited by section 14.4.

6. Customer's own model provider keys (BYOK)

6.1 The Customer may store its own model provider API key in the Service.

6.2 The key is stored encrypted (AES-256-GCM). A stored key is not displayed again in the portal or elsewhere.

6.3 The model provider invoices usage made with a BYOK key directly to the Customer.

6.4 The Customer is responsible for its own agreement with the model provider and for complying with its terms.

6.5 AIvantage is not responsible for the model provider's prices, availability or model outputs.

6.6 The Customer may delete or replace a BYOK key in the portal at any time. If the Customer suspects that a key has leaked, it should also revoke the key in the model provider's service.

7. AIvantage capacity and paid services

7.1 AIvantage capacity is available only after AIvantage has approved the Customer's billing agreement. This applies to AIvantage's own models and hardware in Finland (Sovereignty) and to AIvantage's model provider keys.

7.2 AIvantage may approve or reject a billing agreement at its discretion.

7.3 For calls made with AIvantage's key, AIvantage is the model provider's customer. AIvantage invoices the costs of these calls to the Customer in accordance with the billing agreement.

8. Prices, invoicing and payment terms

8.1 Prices for paid services are agreed in the billing agreement. The pricing model may be, for example, a percentage of AI costs, a fixed monthly fee, a price per million tokens or a share of savings. A minimum charge may be agreed in the billing agreement.

8.2 AIvantage invoices monthly in arrears.

8.3 The payment term is 14 days from the invoice date, unless otherwise agreed.

8.4 Value added tax is added to the prices at the rate in force at the time.

8.5 Invoicing is based on the usage metadata recorded by the Service. The Customer can view it in the portal. Any objection to an invoice must be made in writing before the due date. The undisputed part of an invoice must be paid by the due date.

8.6 AIvantage may charge late payment interest in accordance with the Finnish Interest Act. If a payment remains late despite a written reminder, AIvantage may suspend the use of paid services until overdue amounts have been paid.

9. Service level

9.1 The router's availability target is 99.5% per calendar month. A different target may be agreed for an individual customer.

9.2 Availability is measured by the Service's own minute-level monitoring. The Customer can view actual availability in the portal.

9.3 If actual availability in a month falls below the agreed target, the Customer receives a credit on that month's service fee as follows:

• shortfall of up to 0.5 percentage points: 10%
• shortfall of more than 0.5 percentage points: 25%
• shortfall of more than 1 percentage point: 50%.

9.4 The credit is calculated on the service fee only. It does not apply to pass-through costs, such as costs arising from model provider usage.

9.5 The service level does not cover an outage of a model provider if the Customer's policy did not allow an alternative route. Nor does it cover suspensions under section 13.1 or force majeure under section 15.

9.6 The credit is given on the next invoice.

9.7 The credit is the sole remedy for an availability shortfall.

9.8 There is no service fee during the pilot. The availability target is therefore a target only during the pilot, and no credit is paid.

10. Customer's obligations

10.1 The Customer keeps the Service API keys safe and does not disclose them to third parties. The Customer is responsible for usage made with its keys.

10.2 The Customer manages the portal users and their rights. The Customer removes users who should no longer use the Service.

10.3 The Customer is responsible for ensuring that its use is lawful. The Customer must have a legal basis for the personal data it sends to the Service. The Customer is responsible for informing data subjects.

10.4 The Customer complies with the terms of use of the model providers it uses.

10.5 The Customer is responsible for its policy settings, such as allowed jurisdictions, model providers and the behaviour of the filter.

10.6 The Customer notifies AIvantage without delay if it suspects that an API key or user account has been compromised.

11. Prohibited use

11.1 The Customer must not use the Service:

• to produce, process or distribute unlawful content
• to distribute or create malware
• to overload or disrupt the Service, or to test its security without AIvantage's written permission
• to circumvent the privacy filter, usage limits or other safeguards
• for resale or provision to third parties without AIvantage's written permission
• in a way that breaches a model provider's terms of use.

12. Intellectual property and data

12.1 The Customer's data, prompts and model outputs belong to the Customer.

12.2 The Customer's data is used only to train the Customer's own savings model. The savings model (decision model) assesses whether a cheaper model is sufficient for the Customer's request. For this purpose the Service stores excerpts of the Customer's requests and responses (training excerpts). The model belongs to the Customer and is used only to route the Customer's requests. AIvantage does not use the Customer's data, the training excerpts or the Customer's savings model for anything else: not to train shared models or other customers' models, and not for AIvantage's own purposes. A new customer starts with a base model that has been trained on synthetic data only and contains no customer's data. Collection of training excerpts is on by default, and the Customer can switch it off in its policy, after which no new excerpts are stored.

12.3 AIvantage may use anonymous, aggregated usage statistics to develop the Service. The statistics do not contain the content of requests or responses, and the Customer or individuals cannot be identified from them.

12.4 The Service, software and documentation, and the intellectual property rights in them, belong to AIvantage. For the term of the agreement, the Customer receives a non-exclusive, non-transferable right to use the Service in its own business in accordance with these terms.

12.5 If the Customer gives feedback or suggestions, AIvantage may use them freely without compensation.

13. Suspension of the Service

13.1 AIvantage may suspend the Service in whole or in part if the Customer breaches these terms or if suspension is necessary to address a security threat.

13.2 AIvantage notifies the Customer of the suspension and its reason without undue delay.

13.3 AIvantage limits the suspension to the narrowest scope and shortest time the circumstances allow.

13.4 AIvantage may carry out maintenance on the Service. AIvantage aims to give advance notice of planned maintenance and to schedule it so that disruption is as small as possible.

14. Limitation of liability

14.1 Neither party is liable for indirect damages. Indirect damages include, for example, loss of profit, loss of data and business interruption.

14.2 AIvantage's total liability is limited to the amount of service fees the Customer has paid to AIvantage during the 12 months preceding the damage. Pass-through costs are not included in this amount.

14.3 AIvantage is not responsible for the accuracy of model outputs or their suitability for the Customer's purpose. The Customer assesses outputs before using them.

14.4 The Customer pays no service fees during the pilot. During the pilot, AIvantage is therefore liable only for damage it has caused intentionally or through gross negligence, and for liability required by mandatory law.

14.5 The limitations of liability do not apply to damage caused intentionally or through gross negligence. Nor do they limit liability that mandatory law provides otherwise, such as liability under Article 82 GDPR.

14.6 A claim for damages must be presented in writing within a reasonable time after the damage was discovered or should have been discovered.

15. Force majeure

15.1 A party is not liable for delay or damage caused by an impediment beyond its control that it could not reasonably have taken into account or overcome.

15.2 Such impediments include, for example, war, natural disaster, widespread power outage, an order by an authority, industrial action, and disruptions of model providers and telecommunications networks that AIvantage cannot influence.

15.3 A party must notify the other party of the impediment without delay. Notice is also given when the impediment ends.

16. Confidentiality

16.1 Each party keeps the other party's confidential information confidential. Confidential information is information marked as confidential or whose confidential nature is otherwise evident, such as trade secrets, prices, technical information and the Customer's data.

16.2 A party uses confidential information only to perform this agreement.

16.3 The obligation does not apply to information that is publicly available, that the party already had without a confidentiality obligation, that the party received from a third party without a confidentiality obligation, or that the party developed independently. A party may disclose information if required by law or by a decision of an authority.

16.4 The confidentiality obligation continues for three years after the agreement ends. Confidentiality of personal data is also governed by Part B.

17. Changes to the terms

17.1 AIvantage may change these terms. AIvantage gives notice of a change in the portal and/or by email at least 30 days before the change takes effect.

17.2 If the Customer does not accept the change, it may terminate the agreement to end before the change takes effect.

17.3 A change required by law or by an authority may take effect sooner.

18. Term and termination

18.1 The agreement is valid until further notice.

18.2 Use of paid services requires a billing agreement.

18.3 Either party may terminate the agreement with 30 days' notice. Termination is made in writing. Email is sufficient.

18.4 A party may cancel the agreement if the other party materially breaches it and does not remedy the breach within 14 days of written notice.

18.5 When the agreement ends, AIvantage revokes the Customer's Service API keys and deletes the BYOK keys. The Customer's data is deleted in accordance with section 29 of Part B.

18.6 The Customer may download its reports from the portal before the agreement ends.

18.7 The end of the agreement does not affect payments already due. Sections intended by their nature to survive, such as confidentiality, limitation of liability and governing law, remain in force.

19. Other terms

19.1 The Customer may not assign the agreement to a third party without AIvantage's written consent. AIvantage may assign the agreement to a company in the same group or in connection with a transfer of business. The Customer is notified of the assignment.

19.2 AIvantage may name the Customer as a reference only with the Customer's permission.

19.3 Notices are given by email. Notices to AIvantage are sent to office@aivantage.fi. Notices to the Customer are sent to the contact email stored in the portal.

20. Governing law and disputes

20.1 The agreement is governed by the laws of Finland, excluding its choice of law rules.

20.2 The parties aim to resolve disagreements first by negotiation.

20.3 If negotiation does not lead to a solution, disputes are resolved in the Helsinki District Court.

Part B – Data Processing Agreement (Article 28 GDPR)

21. Roles and scope

21.1 This part applies when AIvantage processes personal data on behalf of the Customer to provide the Service.

21.2 The Customer is the controller. AIvantage is the processor.

21.3 AIvantage processes, as a controller in its own right, the data of the Customer's contact persons that it needs to manage the customer relationship, such as for invoicing and communication.

21.4 Terms have the same meaning as in the GDPR. If this part conflicts with Part A regarding the processing of personal data, this part prevails.

22. Subject matter, duration, nature and purpose of processing

22.1 Subject matter. Language model requests from the Customer's applications and related metadata, and data of portal users.

22.2 Duration. Processing lasts for the term of the agreement and thereafter until the data has been deleted in accordance with section 29.

22.3 Nature and purpose. Forwarding requests to model providers and AIvantage capacity, privacy filtering, routing, training of the Customer's own savings model (section 12.2) and reporting to the Customer, and maintenance, security and invoicing of the Service.

22.4 Data subjects and categories of personal data. The data processed depends on what the Customer sends in its requests. It may concern, for example, the Customer's customers, employees and contact persons. In addition, data of portal users is processed, such as email address and login data.

22.5 Special categories of personal data. Special categories of personal data (Article 9 GDPR) are processed only if the Customer sends them in its requests. The Customer is responsible for the lawfulness of their processing and for the adequacy of its policies.

23. What data is stored and for how long

23.1 The content of requests, meaning prompts and responses, is not stored by default, with the exception of the training excerpts of the Customer's own savings model (section 12.2). Other content is processed during forwarding and discarded afterwards.

23.2 For each request, metadata is stored: time, application, model, token counts, costs and city-level origin. Metadata is kept for the term of the agreement, because reports and invoices are calculated from it, and it is deleted after the agreement ends as set out in section 29.

23.3 Retention periods:

• structural profile of requests (no content): 120 days
• training excerpts of the savings model: 180 days. The Customer's own savings model is retrained as excerpts accumulate, and each trained model is deleted no later than 180 days after it was trained.
• privacy filter audit log (no detected values, only data types and positions): 90 days by default
• service level minute data: 400 days
• backups: 14 days
• event log: immutable, kept for the term of the agreement.

23.4 The router runs on a server operated by UpCloud Oy in Helsinki. AIvantage's own capacity is located in Finland.

24. Processor's obligations

24.1 AIvantage processes personal data only on the Customer's documented instructions. The Customer's instructions are this agreement and the policies and settings the Customer makes in the portal. Other instructions are given in writing.

24.2 If Union or Member State law requires AIvantage to process data otherwise, AIvantage informs the Customer before processing, unless the law prohibits such notice.

24.3 AIvantage informs the Customer without delay if it considers that an instruction infringes data protection law.

24.4 AIvantage ensures that persons processing personal data have committed to confidentiality or are under a statutory obligation of confidentiality.

24.5 AIvantage does not use personal data for its own purposes or to train shared models or other customers' models. Any personal data in the training excerpts is processed on the Customer's behalf only to train the Customer's own savings model in accordance with section 12.2.

25. Security (Article 32 GDPR)

25.1 AIvantage implements appropriate technical and organisational measures. These include at least:

• encrypted data transfer (TLS)
• encryption of BYOK keys (AES-256-GCM)
• only a SHA-256 hash of Service API keys is stored, not the key itself
• two-factor authentication for the portal
• role-based access control
• an immutable event log
• a privacy filter whose behaviour the Customer defines in its policy
• not storing request content by default; the only exception are the training excerpts of the savings model, which are kept separate per customer and deleted after 180 days.

25.2 AIvantage assesses and updates the measures in line with technical developments and risks. Changes must not reduce the level of security.

26. Sub-processors

26.1 The Customer gives general prior authorisation to use the following sub-processors:

• UpCloud Oy – server infrastructure, Helsinki, Finland.
• Model providers that the Customer has allowed in its policy: Anthropic, OpenAI, Google (Gemini) and xAI. They process only the requests that the Customer's policy allows.
• Typesafe (Jev) – optional decision service, only if the Customer enables it. [TO BE COMPLETED: Typesafe's legal name and processing location].

26.2 When the Customer uses a BYOK key, the model provider is the Customer's own contractual partner and not AIvantage's sub-processor. In that case, the model provider's processing is governed by the agreement between the Customer and the model provider.

26.3 When a call is made with AIvantage's key, the model provider is AIvantage's sub-processor.

26.4 AIvantage binds its sub-processors in writing to data protection obligations equivalent to those in this part. AIvantage is responsible for its sub-processors' performance of their obligations in accordance with the GDPR.

26.5 AIvantage gives notice of new or replaced sub-processors at least 30 days in advance. The Customer may object to the change on reasonable grounds. If the parties cannot find a solution, the Customer may terminate the agreement to end before the change takes effect.

27. Transfers outside the EU and EEA

27.1 Personal data is transferred outside the EU and EEA only if the Customer has allowed it in its policy, for example by allowing US model providers or the USA jurisdiction.

27.2 Transfers are based on the European Commission's standard contractual clauses or the EU–US Data Privacy Framework.

27.3 If the Customer allows only Finland or the EU, traffic is not routed outside them.

28. Assistance and personal data breaches

28.1 AIvantage assists the Customer in handling requests relating to data subjects' rights, such as requests for access, rectification and erasure. Because request content is not stored by default, assistance mainly concerns stored metadata, portal user data and the training excerpts of the savings model. At the Customer's request, AIvantage deletes the training excerpts and the Customer's own savings model; routing then continues with the base model until new excerpts have accumulated.

28.2 If a data subject contacts AIvantage directly, AIvantage forwards the request to the Customer.

28.3 Where needed, AIvantage assists the Customer in meeting its obligations regarding security, impact assessments and prior consultation (Articles 32–36 GDPR).

28.4 AIvantage notifies the Customer of a personal data breach without undue delay and no later than 48 hours after becoming aware of it.

28.5 The notice contains the known information on the nature of the breach, the categories of data and data subjects concerned, the likely consequences and the measures taken. The information is supplemented as it becomes available.

29. Deletion and return of data

29.1 When the agreement ends, AIvantage deletes the Customer's personal data within 30 days, unless the law requires retention. The training excerpts of the savings model and the Customer's own savings model are deleted within the same period, and immediately when a pilot ends without a continuation agreement.

29.2 Backups rotate in 14 days. Deleted data disappears from backups no later than after this period.

29.3 Before the agreement ends, the Customer may download its reports from the portal. At the Customer's request, AIvantage returns the stored data in a commonly used machine-readable format before deletion.

30. Audits

30.1 AIvantage provides the Customer with the information needed to demonstrate compliance with this part. Primarily, the portal's compliance report and AIvantage's documentation are used for this.

30.2 In addition, the Customer may audit AIvantage once a year, itself or through an independent auditor it appoints. The auditor is bound by confidentiality.

30.3 An audit must be notified 30 days in advance. The audit is carried out in a way that does not unreasonably disrupt AIvantage's operations or endanger other customers' data.

30.4 The Customer bears the costs of the audit. If the audit finds that AIvantage has breached this part, AIvantage bears the costs of the audit and remedies the deficiencies.

30.5 The supervisory authority's right of inspection is not limited.

31. Contact details

31.1 Contacts regarding the agreement and data protection: AIvantage Oy, Väisäläntie 20, 21500 Piikkiö, Finland, office@aivantage.fi.