251124 Termini e Condizioni EN HTML

TERMS AND CONDITIONS OF USE OF THE PROMETRICA.AI WEBSITE

Effective date: 09/01/2026

Version: 2.0

1. SUBJECT MATTER

These Terms and Conditions of Use (hereinafter "Terms") govern access to and use of the website prometrica.ai (hereinafter the "Site") and the services offered therein. Access to and use of the Site and the Services, as defined below, implies acceptance of these Terms by the user. If the user does not intend to accept these Terms, they are required to (i) not access the Site and not use the Services, or (ii) if they have already landed on the Site, to stop browsing and using the Services.

These Terms apply together with:

The Privacy Policy
The Cookie Policy
The Prometrica AI Policy ("Declaration of Compliance with Regulation (EU) 2024/1689 on Artificial Intelligence").

In case of conflict between these Terms and other documents, these Terms shall prevail unless expressly derogated.

2. DEFINITIONS

For the purposes of these Terms, the following definitions apply:

"Intellectual Property Rights" includes:

patents, utility models, rights to industrial secrets (both technical and organizational) and other confidential information (or, in any case, undisclosed information, such as inventions - patentable or not - or know-how), rights to computer programs (such as, by way of example and without limitation, codes, software, firmware, applications, Artificial Intelligence System algorithms, artificial intelligence models, libraries, Artificial Intelligence System training datasets, etc.), design rights, copyrights (including related rights), database rights (including sui generis rights), registered and unregistered trademarks, trade names, logos, domain names and graphical interfaces, rights to hardware, data, diagrams, reports, documents and related content, technical specifications (including drafts);
all rights, of any nature, relating to the assets referred to in the previous point 1), including the rights to file applications and divisionals, rights relating to acts of unfair competition and, without prejudice to the provisions of this definition, rights to judicial protection and any other right of equivalent or similar content, as well as the right to file applications for recognition of any of the aforementioned rights, in any jurisdiction.

"Output": results, content, analyses or reports generated by an Artificial Intelligence system in response to a Prompt.

"Prometheus": a conversational Artificial Intelligence System (chatbot) based on large language models (LLM) with expertise in the commercial field, based on Prometrica's know-how.

"Prompt": any data, text, information or other material that a user provides, uploads or enters when interacting with an Artificial Intelligence System.

"Pro Sales Scan": an online assessment system for analyzing commercial performance, which also uses Artificial Intelligence Systems dedicated to verifying and supporting the completeness of the data entered.

Ai.D.A.: an online assessment system for analyzing the operational and strategic context preparatory to the adoption of artificial intelligence technologies ("AI readiness"), with AI functionalities currently dedicated to verifying and supporting the completeness of the data entered.

"Pro Solutions": complete commercial transformation services through customized consulting, from sales strategy to commercial method design, from technological implementation to managerial training.

"Services": all functionalities, tools and services offered through the Site, including – by way of example and without limitation, the services called "Prometheus", "Pro Sales Scan", "Ai.D.A." and "Pro Solutions".

"Artificial Intelligence System": an automated system designed to operate with varying levels of autonomy and which may exhibit adaptability after being placed on the market.

"Owner": the owner of the Site, as indicated in the following Article 13.

"User": any natural or legal person who accesses the Site and/or uses the Services.

3. DESCRIPTION OF SERVICES

3.1. Nature of Services

The Site is aimed at Users acting within the scope of their professional and business activities, who cannot be identified as consumers under current legislation (Article 3, paragraph 1, of Legislative Decree 206/2005 and subsequent amendments – "Consumer Code"). The Site offers Users consulting services, combining virtual consulting activities through the use of Artificial Intelligence Systems, with the experience of human consultants. The User will be informed upon first landing on the Site, and at each subsequent access to the Site, that browsing the Site involves interaction with Artificial Intelligence Systems. They will also be informed that the content possibly submitted to the User as a result of their browsing experience on the Site and/or at the User's express request (i.e., Output following user Prompts) is generated by Artificial Intelligence Systems.

In the event that the User does not intend to expose themselves to interaction with the AI Systems in use on the Site, they must stop browsing and using the Site itself.

An overview of the Site's functionalities, services and performances accessible through browsing the Site, and of the Artificial Intelligence Systems used to provide specific functionalities, is provided below.

For more details on the characteristics of the Artificial Intelligence Systems and their operating logic, please refer to the information contained in the document called "Prometrica AI Policy", available at the following link: https://www.prometrica.ai/ai-policy.

3.2. Prometheus - Free Service

3.2.1. Service Characteristics Prometheus is a free virtual sales consultant that provides expert guidance on optimizing sales performance, offers actionable insights based on the Prometrica methodology and helps identify key areas of commercial improvement.

Prometheus is trained with information and/or materials from Prometrica's know-how and the consultants who collaborate with it. The User's querying of Prometheus may initiate an interaction with a request from Prometheus for increasingly detailed details and information, solely aimed at providing responses and results as accurate as possible based on the elements provided by the User.

3.2.2. Limitations of Prometheus Prometheus offers valuable insights for sales improvement but is not designed to replace comprehensive business consulting.

Prometheus Outputs: (1) are purely informative and non-binding in nature; (2) do not constitute specific professional advice for the specific case; (3) do not replace the professional judgment of qualified consultants; (4) may contain inaccuracies or incompleteness; and (5) always require critical evaluation by the User.

3.3. Pro Sales Scan - Paid Service

3.3.1. Service Characteristics Pro Sales Scan is the commercial assessment of sales operations that combines the analytical capability of Artificial Intelligence Systems with expert consulting to evaluate commercial activities, discover hidden inefficiencies and opportunities and provide a personalized action plan.

To access Pro Sales Scan, the User must complete a specific request within a dedicated form made available in the "Pro Sales Scan" section of the Site. Access to Pro Sales Scan may also be suggested / offered – without any obligation to join – during interaction with Prometheus.

The use of Pro Sales Scan is subject to (1) the User's acceptance of a commercial offer modulated according to the needs that emerged during the request (or, possibly, also in light of the Prompts entered during interaction with Prometheus); and (2) acceptance of terms and conditions of use of the service that will be submitted together with the commercial offer.

3.4. Ai.D.A. - Free Service

3.3.1. Service Characteristics Pro Sales Scan is an online assessment system for analyzing the operational and strategic context preparatory to the adoption of artificial intelligence technologies ("AI readiness").

To access Ai.D.A., the User must complete a specific request within a dedicated form made available in the "Ai.D.A." section of the Site. Access to Ai.D.A. may also be suggested / offered – without any obligation to join – during interaction with Prometheus.

The use of Ai.D.A. is subject to the User's acceptance of terms and conditions of use of the service.

3.5. Pro Solutions - Personalized Consulting Services

3.5.1. Service Characteristics

Pro Solutions offers complete commercial transformation through customized consulting, from sales strategy to commercial method design, from technological implementation to managerial training.

To access Pro Solutions, the User must complete a specific request within a dedicated form made available in the "Pro Solutions" section of the Site.

The use of Pro Solutions is subject to (1) the User's acceptance of a commercial offer modulated according to the needs that emerged during the request; and (2) acceptance of terms and conditions of use of the service that will be submitted together with the commercial offer.

4. ACCESS AND USE METHODS

4.1. Access to the Site

Access to the informational sections of the Site is free and at no charge.

The use of Prometheus is free. Interaction with Prometheus is free within a certain limit of Prompt / Output interactions to be carried out during one or more browsing sessions. Once the maximum limit of interactions has been reached, the User may interact with Prometheus again after 30 (thirty) days. The system will promptly notify the User before reaching the maximum limit of permitted interactions: to continue interacting with Prometheus, the User will be invited to register on the Site by creating an account (with userID and password), or to wait 30 (thirty) days from the last possible interaction. Registration on the Site is free, and registered Users can benefit from a greater number of interactions with Prometheus than those guaranteed to unregistered Users. Once the maximum limit of interactions per session has been reached, the registered User may interact with Prometheus again after 7 (seven) days. The system will promptly notify the registered User before reaching the maximum limit of permitted interactions, and may offer the registered User solutions to continue interactions without limits or constraints.

Access to and use of Ai.D.A. are subject to the Owner's acceptance of service provision, the timelines communicated to the User and the methods indicated in the terms and conditions of the service.

Access to and use of Pro Sales Scan and Pro Solutions is subject to payment of fees identified within specific commercial offers that will be submitted to the User.

4.2. Registration and Account

For access to certain Services (Prometheus to have a greater number of interactions, Pro Sales Scan, Pro Solutions), registration and creation of a user account is required. The User undertakes to:

Provide truthful, accurate, updated and complete information
Keep their access credentials confidential
Immediately notify any unauthorized use of their account

Any activity carried out on the Site by means of an account registered to a User shall be presumed to have been carried out by that User, who shall therefore be responsible for all activities carried out through their account.

In case of violation of the provisions contained in these Terms, the account may be suspended or deleted.

4.3. Technical Requirements

Access to the Services requires:

Active internet connection
Updated web browser
Compatible device (computer, tablet, smartphone) The operation of the Services on obsolete or non-standard technical configurations is not guaranteed.

4.4. Availability of Services The availability of the Services is guaranteed with the exception of the following events:

Scheduled interruptions for maintenance (communicated, where technically possible, with reasonable advance notice)
Interruptions due to events beyond the control of the Site owner
Unforeseen and unforeseeable technical malfunctions In any case, no guarantee is provided that the Site (and its contents) and the Services will be complete, free from interruptions and/or errors and/or security problems.

5. USER OBLIGATIONS AND RESPONSIBILITIES

5.1. Compliant Use

The User undertakes to use the Site and the Services:

In compliance with the regulatory provisions in force from time to time and applicable
In compliance with these Terms
In a lawful, correct and non-fraudulent manner
Without causing damage to the Owner, other Users or third parties

5.2. Prohibitions

It is expressly prohibited to:

Use the Services for unlawful, fraudulent or purposes not previously authorized by the Owner
Violate the Intellectual Property Rights of the Owner or third parties
use and/or process Prompts (and in general any interaction made possible on the Site between the User and Artificial Intelligence Systems), and in any case any information, data and/or content, containing viruses, worms, logic bombs, bugs, malware, spyware, ransomware or any other form of data, codes, links or information even only potentially harmful to the Site, the Services, computer systems, Artificial Intelligence Systems, operating systems, and in general applications and devices for access, use and/or reception
Attempt to access without authorization, through interactions with the Site and/or the Artificial Intelligence Systems accessible and usable through the Site, the computer systems of the Owner or third parties
Carry out reverse engineering, decompilation or disassembly activities of the Site contents and/or the Artificial Intelligence Systems accessible and usable through the Site
technically intervene on the Site and/or the Artificial Intelligence Systems in order to i) tamper with and/or modify and/or alter any indication attesting to the ownership of Intellectual Property Rights as well as information on the nature, operation and purpose of the Site; ii) extract and/or re-use the data collected on the Site except in cases expressly permitted by law to the legitimate user; iii) acquire, obtain, use in any form and/or manner and/or purpose the materials, information and data used for training the Artificial Intelligence Systems of the Site
provide hyperlinks or other forms of links to the Site, including linking, for profit or to obtain other economic and/or competitive advantage, without the prior express written consent of the Owner
Use bots, spiders, scrapers or other automated tools not previously authorized in writing by the Owner
Overload, interfere with or damage the Site infrastructure
Impersonate other persons or entities in the use of the Site (including account creation and use activities) and/or the Artificial Intelligence Systems accessible and usable through the Site
Collect data (personal and otherwise) from other Users without their prior written authorization
Use the Outputs as the sole basis for automated decisions that produce legal effects or significantly affect natural persons
Share and/or publish and/or make accessible to the public, on social media profiles and/or social networks the Site content and Outputs through sharing functions, unless expressly permitted in writing by the Owner, or made possible through specific so-called social media sharing functions possibly available on the Site pages and/or near the content and/or sections of the Site.

5.3. Responsibility for Prompts

The User is solely responsible for:

The lawfulness, truthfulness, accuracy and completeness of the Prompts provided
Where the Prompts contain information not owned by the User, obtaining all necessary authorizations to provide the Prompts
Compliance with personal data protection regulations (regarding Prompts containing personal data).

The User in any case guarantees that the Prompts do not violate third-party rights and do not contain unlawful, defamatory, obscene or otherwise inappropriate material or material contrary to the regulations in force from time to time and applicable.

5.4. Responsibility for the Use of Outputs

The User is responsible for the compliant use of the Services, as well as for maintaining substantial and concrete human control over any Output, ensuring that final decisions possibly made (also) on the basis of Outputs provided by the Artificial Intelligence Systems accessible and usable through the Site are never automated.

The User acknowledges and accepts that:

Outputs are purely indicative, informative and supportive in nature, and are in no way binding regarding decisions that the User could make under their sole and exclusive discretion and responsibility
Outputs always require interpretation, evaluation and final human decision
The Owner is not responsible for the consequences arising from the User's use of the Outputs

6. EXCLUSIONS AND LIMITATIONS OF LIABILITY

6.1. Nature of Artificial Intelligence Services

The User expressly acknowledges and accepts that:

a) Services based on Artificial Intelligence Systems, in particular Prometheus, use large language models that generate Outputs in a probabilistic and non-deterministic manner. Consequently, Outputs may vary even in response to identical Prompts.

b) The Owner does not guarantee that Outputs are:

Accurate, complete, updated or error-free
Suitable for a particular purpose
Compliant with the User's specific needs
Free from bias or distortions.

c) Artificial Intelligence Systems may:

Generate erroneous or misleading information (so-called "hallucinations")
Provide incomplete or ambiguous responses
Not correctly understand the context
Produce content that is inappropriate or not pertinent to the Prompt entered by the User.

6.2. Exclusion of Liability

To the maximum extent permitted by applicable law, the Owner excludes all liability for: a) Output Content

Accuracy, completeness, reliability or usefulness of Outputs
Errors, omissions or inaccuracies contained in Outputs
Damages arising from reliance (full or partial) on Outputs
Decisions made based on Outputs

b) Use of Outputs

Consequences arising from the use or inability to use Outputs
Direct damages (including loss of profit, loss of business opportunities, loss of revenue, loss of data) or indirect damages (including non-pecuniary damages and reputational or image damages) directly or indirectly arising from the use of the Services

c) Decisions based on Outputs: the Owner is in no way responsible for damages directly or indirectly arising from or relating to business, strategic, operational or any other decisions made by the User based on Outputs. Final decisions that may have an impact on employees, collaborators, consultants and in general resources involved in the User's business organization, based even partially on Outputs, remain the sole responsibility of the User.

6.3. Exclusion of Liability for Third-Party Content

The Site may contain links to third-party websites or references to third-party products or services. On this point, it remains understood that the Owner:

Does not own or control such content, nor can the presence of links to third-party content, products or services be interpreted as express or implied approval thereof by the Owner
Is not responsible for the availability, accuracy or content of third-party websites / products / services
Does not guarantee the security of third-party websites / products / services
Is not responsible for damages directly or indirectly arising from access to or use of third-party resources.

6.4. Technical Limitations and Service Interruptions

The Owner is not responsible for:

Interruptions, delays or malfunctions of the Site, Services and/or Artificial Intelligence Systems accessible and usable through the Site
Loss of data or corruption of User data
Incompatibility with User devices or software
Internet connectivity problems
Cyber attacks, viruses or malware carried out by third parties against the Site, Services, Artificial Intelligence Systems accessible and usable through the Site, or User devices and IT infrastructures
Events beyond the Owner's control, capable of causing unavailability, interruptions or malfunctions of the Site, Services and/or Artificial Intelligence Systems accessible and usable through the Site (such as, by way of example and without limitation, force majeure events).

6.5. Responsibility for User Prompts

The Owner is not responsible for:

The content, lawfulness or accuracy of Prompts provided by the User
Violations of third-party rights (including violations of personal data regulations) through Prompts
Violations of third-party rights (including violations of personal data regulations) emerging through Outputs, consequent to the nature and content of User Prompts
Damages caused by Prompts with unlawful or inappropriate content

6.6. Quantitative Limitation of Liability

To the maximum extent permitted by applicable law, the Owner's total liability for any damage, dispute, claim or demand by the User arising from these Terms or from the use of the Site, the Services of the Site, the Services and/or the Artificial Intelligence Systems accessible and usable through the Site, shall in no case exceed:

For the browsing experience on the Site and/or the use of Services offered free of charge: € 500.00 (five hundred Euros)
For paid Services: the amount actually paid by the User in the 12 months preceding the event that gave rise to the damage, dispute, claim or demand.

6.7. Safeguarding Mandatory Rights

The exclusions and limitations of liability referred to in this Article 6 do not apply in case of:

Willful misconduct or gross negligence of the Owner
Other cases in which applicable law does not allow the exclusion or limitation of liability.

7. INTELLECTUAL PROPERTY

7.1. Owner's Rights

All Intellectual Property Rights relating to the Site, the Services, and/or the Artificial Intelligence Systems accessible and usable through the Site, are the exclusive property of the Owner or its licensors and predecessors in title. The reproduction of the Site, the Site contents, the Outputs, the information relating to the Services and the Artificial Intelligence Systems accessible and usable through the Site, is expressly reserved. It is therefore prohibited for the User to carry out scraping and/or testing and data mining activities of the Site, the Site contents and the Outputs for any purpose, including training third-party Artificial Intelligence Systems, unless expressly permitted by the Owner and/or pursuant to legal provisions.

7.2. Limited Use License

The Owner grants the User a personal, non-exclusive, non-transferable, revocable and limited license to: (1) access and use the Site, the Services and the Artificial Intelligence Systems accessible and usable through the Site; and (2) view and use Outputs exclusively for purposes of evaluating their own commercial activities. This license does not include the right to:

Reproduce, modify, distribute or create derivative works
Perform reverse engineering or decompilation
Remove copyright or property indications
Use the Services to develop competing products
Grant sublicenses or transfer usage rights

7.3. Rights to Prompts

The User holds the Intellectual Property Rights to the Prompts provided. Through the entry of Prompts, the User grants the Owner a license without territorial limits, non-exclusive, and free of charge for the evaluation and use of Prompts to:

Provide, maintain and improve the Services
Develop and train the Artificial Intelligence Systems

None of the information provided in the form of Prompts to the Artificial Intelligence Systems accessible and usable through the Site will be used for purposes other than those identified above, or communicated / disclosed to unauthorized third parties.

7.4. Rights to Outputs

The Outputs generated by the Artificial Intelligence Systems accessible and usable through the Site are owned by the Owner, and are made available to the User for use within the limits of the license granted pursuant to the previous Article 7.2. It is in particular expressly prohibited for the User to use Outputs for commercial exploitation purposes of any kind, without the prior written authorization of the Owner.

7.5. Feedback and Suggestions

Any feedback, suggestion, idea or improvement proposal communicated by the User may be freely used by the Owner without any obligation of compensation or recognition of ownership.

8. MODIFICATIONS TO TERMS AND SERVICES

8.1. Modifications to Terms

The Owner reserves the right to modify these Terms at any time for any reason, such as, by way of example and without limitation:

Adaptation to regulatory changes
Improvements to the Services
Technical, operational or commercial reasons

The most significant modifications, i.e., those capable of having a direct impact on the methods of using the Services by Users, will be communicated by: a) Publication of the new version on the Site indicating the effective date b) Email notification to registered Users (where applicable).

The modifications will enter into force at least 15 (fifteen) days after publication on the Site or communication to registered Users.

Access to the Site and continued use of the Services after this term implies acceptance of the modifications by the User.

In case of substantial unfavorable modifications, the registered User has the right to withdraw by communicating to the Owner via email within the deadline indicated in the modification communication. Withdrawal will result in the deletion of the User's account and the information related to it stored on the Site.

8.2. Modifications to Services

The Owner reserves the right to:

Modify, suspend or discontinue the Services or part of them
Add or remove functionalities
Modify technical specifications.

Substantial modifications to the Services, i.e., those capable of having a direct impact on the methods of using the Services by Users, will be communicated with reasonable advance notice, in the same manner identified in the previous Article 8.1.

9. DURATION AND TERMINATION

9.1. Duration

These Terms are effective from the moment of access to the Site or use of the Services and remain in force until cessation of use or termination.

9.2. Withdrawal by the User

The User may withdraw from these Terms in the following cases:

In the cases identified in the previous Article 8.1
By stopping access to the Site;
By deleting their account (where applicable)
By communicating cancellation for paid Services according to the contractual terms

9.3. Suspension or Termination by the Owner

The Owner may suspend the execution of these Terms (with suspension of access to Services) or terminate them with immediate effect upon receipt by the User of a termination communication pursuant to Article 1456 of the Italian Civil Code, in case of:

Violation of these Terms
Unlawful or fraudulent use of the Services
Conduct harmful to the Owner, other Users or third parties
(for paid Services) Non-payment of fees due within the payment terms identified from time to time within the offers submitted by the Owner

In all cases of termination due to User default, the right to compensation for damages suffered by the Owner is reserved.

In case of cessation of the offer of one or all Services, this circumstance will be communicated to registered Users, and will not constitute a case of termination due to User default.

9.4. Effects of Cessation

Upon termination of the contractual relationship between the Owner and the User, for whatever reason:

The User loses the right to access the Services
The Owner will proceed with the deletion of User data and content
Credit rights accrued by the Owner in case of User use of paid Services will remain in force.

10. DISPUTE RESOLUTION

10.1. Applicable Law

These Terms are governed by Italian law.

10.2. Jurisdiction

Since the Site and Services are addressed to Users acting as professionals and not as consumers pursuant to Article 3, paragraph 1, of the Consumer Code, for disputes with Users the Court of Rome has exclusive jurisdiction.

Should a dispute arise with a User acting as a consumer pursuant to Article 3, paragraph 1, of the Consumer Code, the court of the place of residence or domicile of the consumer shall have mandatory jurisdiction, pursuant to Article 66 bis of the Consumer Code, where located in the territory of the Italian Republic.

10.3. Alternative Dispute Resolution (ADR)

Before resorting to judicial authority, the parties undertake to attempt an amicable settlement of the dispute through direct negotiation. Consumers can access the European online dispute resolution platform (ODR) available at: https://ec.europa.eu/consumers/odr

11. COMMUNICATIONS

11.1. Communications to the Owner

Communications to the Owner must be sent to: Email: info@prometrica.ai

11.2. Communications to the User

The Owner communicates with the User through:

Email to the address provided by the User
Notifications on the Site
Messages in the reserved area (where applicable)

The User undertakes to keep their contact details updated, where provided when creating an account or subscribing to paid Services.

12. FINAL CLAUSES

12.1. These Terms, together with the Privacy Policy, Cookie Policy and Prometrica AI Policy, constitute the entire agreement between the Owner and the User regarding the use of the Site and Services.

12.2. Should one or more provisions of these Terms be declared invalid, null or ineffective, the remaining provisions shall remain fully valid and effective. Invalid provisions shall be replaced with valid provisions with content as similar as possible.

12.3. The failure or delay by the Owner in enforcing any provision of these Terms shall not constitute a waiver of that provision nor prejudice the Owner's right to enforce it subsequently.

12.4. The User may not assign, transfer or delegate their rights and obligations arising from these Terms without the prior written consent of the Owner. The Owner may assign or transfer these Terms in case of corporate reorganization, merger, acquisition or transfer of business unit, or other events capable of determining the transfer of rights to the Site and Services in favor of third parties.

12.5. These Terms do not constitute nor create any partnership, joint venture, agency, representation or employment relationship between the Owner and the User.

12.6. The Owner is not responsible for defaults or delays in the execution of Services caused by force majeure events, including but not limited to: natural disasters, wars, terrorism, strikes, interruptions of public services, failures of internet infrastructures, public authority measures, pandemics.

12.7. These Terms are drafted in Italian. In case of translation into other languages, in case of discrepancy the Italian version shall prevail.

13. INFORMATION ABOUT THE OWNER

Pursuant to Legislative Decree 70/2003, the following information about the Owner is provided:

Name: Manuel Zompetta

VAT Number: 17931621001

Registered office: Via Amerigo Vespucci 41 – 00153 – Rome (IT)

Email: info@prometrica.ai

Website: prometrica.ai