TERMS OF SERVICE between Barão & Barros Lda and User
Acceptance and Term
1.1 These Terms form a legally binding agreement between the User and Barão & Barros Lda, operating the Miles AI service (“Miles”).
1.2 This agreement begins when the User creates an account, connects an email inbox, or otherwise accesses the Services (whichever occurs first) and continues until terminated in accordance with these Terms (the “Term”).
1.3 Acceptance of these Terms may occur electronically, including via checkbox or continued use of the Services. No handwritten or electronic signature is required.
Definitions and Interpretation
2.1 Definitions. In these Terms: (a) “Account” means the User’s Miles account used to access the Services. (b) “AI Provider” means a third-party provider of artificial intelligence or language model services used by Miles to provide the Services. (c) “Confidential Information” has the meaning set out in clause 15.1. (d) “Documentation” means any user guides, help centre materials, technical documentation, or in-product instructions that Miles makes available in connection with the Services (as updated from time to time). (e) “Personal Data” has the meaning given in the GDPR. (f) “Services” means the Miles AI software platform and related services provided by Miles under these Terms. (g) “Sub-processor” means any third party engaged by Miles to process Personal Data on behalf of the User in connection with the Services. (h) “User Content” means any content, messages, text, attachments, or other materials submitted to or processed through the Services by or on behalf of the User (including email content and related information). (i) “User Data” means data (including Personal Data) that the User provides to Miles or that Miles processes on the User’s behalf to provide the Services, including data from connected inboxes. (j) “Usage Data” means technical and usage information and telemetry generated through use of the Services, such as logs, performance metrics, feature usage, and diagnostic data. (k) “Business Hours” means 09:00 to 18:00 in the time zone of the recipient, Monday to Friday excluding public holidays at the place of receipt.
2.2 Interpretation. Headings are for convenience only and do not affect interpretation. Words in the singular include the plural and vice versa.
Description of the Services
3.1 Miles provides an AI-powered software platform that assists businesses with customer communication, including by: • analysing business email communications; • generating draft email replies; • classifying messages (for example, topic, urgency); and • supporting email-based workflows.
3.2 The Services are provided on a subscription basis and may evolve over time, including through updates, new features, modifications, or discontinuation of certain functionalities.
3.3 Trials and beta features. Miles may offer certain features or plans as trials, pilots, early access, or beta features. Such features may be provided on an “as is” and “as available” basis, may be modified or discontinued at any time, and may be subject to additional terms or limitations communicated by Miles.
Service Licence and Access Rights
4.1 Subject to payment of applicable fees and compliance with these Terms, Miles grants the User a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services during the Term for the User’s internal business purposes.
4.2 Except as expressly permitted by these Terms or mandatory law, the User must not: • copy, modify, duplicate, create derivative works of, frame, mirror, republish, download, display, transmit, or distribute any part of the Services or Documentation; • decompile, disassemble, reverse engineer, or otherwise attempt to derive source code, models, prompts, or underlying ideas from the Services; • access the Services to build, benchmark, or support a competing product or service; • make the Services available to third parties, including on a service bureau, outsourcing, or time-sharing basis; or • attempt to obtain unauthorised access to the Services or related systems.
4.3 The User must use reasonable efforts to prevent unauthorised access to or use of the Services and must promptly notify Miles of any suspected breach.
Account Registration and Responsibilities
5.1 To use certain features of the Services, the User must create an Account and/or connect an email inbox.
5.2 The User is responsible for: • providing accurate and up-to-date information; • maintaining the confidentiality of login credentials; and • all activities carried out through its Account or connected inboxes.
5.3 The User must promptly notify Miles of any unauthorised access or security incident relating to its Account.
5.4 Connected inbox permissions. By connecting an email inbox (or any other third-party system), the User authorises Miles to access, read, process, transmit, and store User Data and User Content from that inbox solely as necessary to provide the Services (including generating drafts, classifications, analytics, and supporting related workflows), in accordance with these Terms, Schedule 1 (DPA), and applicable law. The User is responsible for ensuring it is entitled to grant such permissions.
Acceptable Use and User Obligations
6.1 The User agrees to: • use the Services in compliance with all applicable laws and regulations; • ensure it has all necessary rights, permissions, and legal bases to provide data to Miles and to instruct Miles to process such data; and • comply with these Terms and any usage instructions made available by Miles within the Services.
6.2 The User must not upload, transmit, store, or process any content through the Services that: • is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing, or discriminatory; • facilitates illegal activity; • promotes unlawful violence; or • otherwise causes damage or injury to any person or property.
6.3 The User must not introduce malware, viruses, or other harmful code into the Services, and must not attempt to exploit vulnerabilities or bypass security measures.
6.4 The User remains solely responsible for the legality, reliability, integrity, accuracy, and quality of all data and content processed through the Services, and for ensuring that any AI-generated output is reviewed before use.
6.5 Outbound communications responsibility. The User is solely responsible for (a) any communications it sends to its customers or other recipients using drafts or suggestions generated by the Services, and (b) ensuring that any required notices, consents, disclosures, or regulatory requirements applicable to such communications (including privacy and consumer protection requirements) are satisfied.
Data Protection and Processing
7.1 Roles of the Parties. To the extent that Miles processes personal data on behalf of the User in providing the Services: • the User acts as Data Controller; and • Miles acts as Data Processor, as defined under the GDPR.
7.2 Data Processing Agreement. Such processing is governed by the Data Processing Agreement set out in Schedule 1, which forms an integral part of these Terms. By accepting these Terms, the User also accepts the Data Processing Agreement set out in Schedule 1, and no separate agreement or signature is required.
7.3 Privacy Policy. Personal data relating to the User’s direct relationship with Miles (for example, account administration, billing, and website usage) is governed by Miles’ Privacy Policy.
Third-Party Providers and AI Models
8.1 The Services may rely on third-party providers, including email service providers and AI Providers, solely to deliver the Services.
8.2 Miles may share User Data and User Content with AI Providers only to the extent necessary to provide the Services, and not for any other purpose, and subject to appropriate contractual safeguards.
8.3 Miles does not permit such providers to use User Data or User Content for their own independent purposes, including training general-purpose models, except as necessary to provide the Services in accordance with the Data Processing Agreement set out in Schedule 1 and applicable provider terms.
8.4 The User acknowledges that the Services depend on third-party platforms (for example, email providers and their APIs) and may be affected by their availability, changes, or restrictions.
Usage Data and Service Improvement
9.1 Miles may collect and use Usage Data to provide, secure, maintain, troubleshoot, and improve the Services.
9.2 Where feasible, Miles will use Usage Data in aggregated and/or de-identified form.
9.3 This clause does not override the Data Processing Agreement. Where Usage Data contains Personal Data processed on behalf of the User, Miles will process it in accordance with Schedule 1.
Support, Maintenance, and Service Standard
10.1 Miles will use commercially reasonable efforts to make the Services available.
10.2 The Services may be unavailable due to planned maintenance, upgrades, emergency maintenance, third-party provider issues, or events beyond Miles’ reasonable control.
10.3 Support may be provided according to Miles’ support practices or policies as updated from time to time.
10.4 Service standard. Miles will use reasonable skill and care in providing the Services and will use commercially reasonable efforts to perform the Services materially in accordance with any applicable Documentation.
Backups and Data Restoration
11.1 Miles maintains reasonable backup and recovery measures as part of operating the Services. Backup frequency, retention, and restoration practices may change over time.
11.2 In the event of loss or corruption of User Data within Miles’ systems, the User’s sole and exclusive remedy in relation to such loss or corruption (to the extent permitted by law) is for Miles to use commercially reasonable efforts to restore the affected User Data from available backups.
11.3 The User acknowledges that backups may not capture all data and that certain data may be retained in backups for a limited period even after deletion requests, subject to appropriate safeguards and applicable law.
Intellectual Property
12.1 All intellectual property rights in the Services, including software, models, interfaces, designs, and Documentation, are owned by or licensed to Miles.
12.2 These Terms grant the User a limited right to use the Services during the Term, solely for internal business purposes. No rights are granted except as expressly stated.
12.3 Feedback. To the extent permitted by law, the User grants Miles a royalty-free, worldwide, perpetual licence to use and incorporate any suggestions, ideas, feedback, or recommendations provided by the User relating to the Services, without obligation.
Customer Logo Permission
13.1 Permission to Use Logo (Opt-in). If the User opts in (for example, via the Services or in writing), the User grants Miles a non-exclusive, royalty-free, worldwide licence to use the User’s name, company logo, trademarks, and service marks (the “Client Marks”) solely to identify the User as a customer of Miles on Miles’ website, marketing materials, and sales materials.
13.2 Branding Guidelines. Miles will use the Client Marks in a manner consistent with any reasonable branding guidelines provided by the User and will not materially alter the Client Marks (except resizing or formatting) without the User’s prior written consent.
13.3 Withdrawal of Permission. The User may withdraw this permission at any time by written notice to geral@milesai.pt. Following receipt of such notice, Miles will stop using the Client Marks and will use commercially reasonable efforts to remove them from its website and future marketing materials within a reasonable time.
13.4 Representations. The User represents and warrants that it has all necessary rights to grant the licence in this clause and that Miles’ use of the Client Marks as permitted will not infringe any third-party rights.
Subscriptions, Fees, and Billing
14.1 Certain features of the Services require payment of subscription fees, as described on Miles’ pricing pages or within the Services.
14.2 The User agrees to: • pay all applicable fees; • provide accurate billing information; and • comply with the applicable subscription terms.
14.3 Billing and renewals. Unless otherwise stated in the applicable subscription terms, fees are billed in advance on a recurring basis (for example, monthly or annually) and renew automatically until cancelled.
14.4 No refunds. Except as required by applicable law or expressly stated in these Terms (including clause 18.4(c)) or in the applicable subscription terms, subscription fees are non-refundable and Miles does not provide refunds or credits for partial subscription periods, unused usage, or downgrades.
14.5 Late payment. If the User fails to pay fees when due, Miles may suspend or terminate access to the Services in accordance with clause 16. Miles may also charge reasonable costs of collection and, where permitted by law, interest on overdue amounts.
14.6 Miles may modify pricing upon reasonable notice. Continued use of the Services after a pricing change constitutes acceptance of the updated fees.
14.7 Taxes. Fees are exclusive of any applicable taxes unless stated otherwise.
Confidentiality
15.1 Each party may receive Confidential Information from the other in connection with the Services. “Confidential Information” means non-public information that is marked as confidential or would reasonably be understood to be confidential given its nature and the context of disclosure, including business, technical, product, and security information. For the avoidance of doubt, User Data is the User’s Confidential Information.
15.2 Each party will: • use the other party’s Confidential Information only to perform its obligations and exercise its rights under these Terms; and • not disclose the other party’s Confidential Information to any third party except to its employees, contractors, Sub-processors, or professional advisers who need to know it and are bound by confidentiality obligations.
15.3 Confidentiality does not apply to information that: (a) is public through no fault of the receiving party; (b) was lawfully known to the receiving party without restriction; (c) is independently developed without use of Confidential Information; or (d) is lawfully disclosed by a third party.
15.4 Required disclosure. A party may disclose Confidential Information if required by law or a competent authority, provided it gives notice where legally permitted and reasonably cooperates to limit disclosure.
15.5 This clause survives termination for five (5) years.
15.6 No publicity. Except as expressly permitted under clause 13 (Customer Logo Permission) or with the other party’s prior written consent, neither party will make any public announcement or public statement regarding the existence or terms of these Terms or the parties’ relationship. This does not restrict disclosures required by law or a competent authority.
Suspension and Termination
16.1 Miles may suspend or terminate access to the Services if the User: • breaches these Terms or the Data Processing Agreement set out in Schedule 1; • uses the Services unlawfully or abusively; • fails to pay applicable fees; or • loses access to, revokes permissions for, or otherwise prevents Miles from accessing the connected inboxes or systems required to provide the Services.
16.2 Miles may suspend or terminate affected Services if a critical third-party provider (for example, an email provider API or AI Provider) becomes unavailable, materially restricts access, or ceases to provide services necessary for Miles to deliver the Services.
16.3 The User may terminate its subscription at any time in accordance with the applicable subscription terms.
16.4 Upon termination, access to the Services will cease, and data will be handled in accordance with the Data Processing Agreement set out in Schedule 1 and applicable law.
16.5 Accrued rights. Termination does not affect any rights or obligations accrued prior to termination.
16.6 Data export on termination. Where the User requests return of Personal Data or User Data under Schedule 1, Miles will use commercially reasonable efforts to provide the User with an export of such data in a commonly used format within a reasonable time. Miles may require (a) that all undisputed fees are paid, and (b) reimbursement of reasonable costs for exports requiring significant effort or non-standard formats.
Availability and Disclaimer
17.1 The Services are provided on an “as is” and “as available” basis.
17.2 Miles does not guarantee that: • the Services will be uninterrupted or error-free; or • outputs generated by AI will be accurate, complete, or suitable for all purposes.
17.3 Given the probabilistic nature of AI, the Services may in some situations produce incorrect, incomplete, or misleading output. The User is responsible for reviewing and validating outputs before use and for any actions taken based on outputs.
Indemnity
18.1 The User will defend, indemnify, and hold harmless Miles from and against claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to: • the User’s unlawful or improper use of the Services; • content or data provided by the User or processed through the Services in breach of these Terms; or • the User’s violation of applicable laws, including data protection laws, to the extent caused by the User’s actions or instructions.
18.2 IP infringement indemnity (Miles). Miles will defend the User against any third-party claim alleging that the User’s authorised use of the Services infringes such third party’s intellectual property rights, and will indemnify the User for damages finally awarded or agreed in settlement, provided that: (a) the User promptly notifies Miles of the claim; (b) the User provides reasonable cooperation; and (c) Miles has sole control of the defence and settlement (provided Miles will not settle any claim in a manner that imposes an admission of fault or material obligation on the User without the User’s consent, not to be unreasonably withheld).
18.3 Exclusions. Miles will have no obligation under clause 18.2 to the extent the claim arises from: (a) User Content or User Data; (b) use of the Services in breach of these Terms or applicable Documentation; (c) modifications to the Services not made by Miles; or (d) combination or use of the Services with third-party products, services, systems, or data where the claim would not have arisen but for such combination.
18.4 Remedies. If the Services become, or in Miles’ opinion are likely to become, the subject of an infringement claim, Miles may, at its option: (a) procure the right for the User to continue using the Services; (b) modify or replace the Services to make them non-infringing without materially reducing functionality; or (c) terminate the affected Services on written notice and, where fees were paid in advance for the terminated period, refund the pro-rated unused portion (unless prohibited by applicable law).
Limitation of Liability
19.1 To the maximum extent permitted by law: • Miles shall not be liable for indirect, incidental, or consequential damages, or for loss of profits, revenue, goodwill, or data, arising out of or relating to the Services; and • Miles’ total liability arising out of or relating to the Services shall be limited to the greater of (a) EUR 1,000 and (b) the fees paid by the User to Miles in the preceding twelve (12) months.
19.2 Nothing in these Terms limits liability that cannot be excluded under applicable law.
19.3 Nothing in these Terms excludes or limits liability for wilful misconduct or gross negligence, or any liability that cannot be excluded or limited under applicable law.
Changes to the Terms
20.1 Miles may update these Terms from time to time. Updated Terms will be made available on the website or within the Services.
20.2 Continued use of the Services after the effective date of updated Terms constitutes acceptance of the changes. If the User does not agree, it must discontinue use of the Services.
Force Majeure
Neither party is liable for failure or delay in performance to the extent caused by events beyond its reasonable control. If such event continues for more than thirty (30) days, either party may terminate the affected Services by written notice.
Notices
22.1 Notices must be in writing and will be deemed delivered when sent by email.
22.2 Miles notices to the User may be sent to the email address associated with the User’s Account.
22.4 Deemed receipt. An email notice will be deemed received at the time of transmission, unless the time of transmission falls outside Business Hours, in which case it will be deemed received at the start of the next Business Day.
Assignment
23.1 The User may not assign or transfer these Terms without Miles’ prior written consent.
23.2 Miles may assign these Terms in connection with a merger, acquisition, corporate reorganisation, or sale of all or substantially all of its assets, or otherwise with notice to the User.
No Partnership or Agency
Nothing in these Terms creates a partnership, joint venture, or agency relationship between the parties.
Severability
If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect.
Waiver
A waiver is effective only if in writing. Failure to enforce any provision is not a waiver of future enforcement.
Third Party Rights
These Terms do not confer any rights on any person who is not a party to these Terms.
Governing Law and Jurisdiction
28.1 These Terms are governed by the laws of Portugal.
28.2 The courts of Portugal shall have exclusive jurisdiction to resolve any dispute arising out of or in connection with these Terms or the Services.
Order of Precedence
29.1 If there is any conflict between these Terms and Schedule 1 (Data Processing Agreement) regarding the processing of Personal Data, Schedule 1 shall prevail.
29.2 For all other matters, these Terms shall prevail.
Entire Agreement
These Terms, together with the Privacy Policy and Schedule 1 (Data Processing Agreement), constitute the entire agreement between the parties relating to the Services and supersede all prior agreements or understandings.
Contact
For questions regarding these Terms, please contact: Barão & Barros Lda Email: geral@milesai.pt
============================================================ SCHEDULE 1 DATA PROCESSING AGREEMENT (DPA) This Data Processing Agreement (“DPA”) forms an integral part of the Terms of Service of Miles and applies automatically to any User that accepts the Terms or uses the Services. By accepting the Terms of Service, the User also accepts this DPA, and no separate agreement or signature is required.
Definitions
1.1 “Data Protection Laws” means the GDPR and any applicable national implementing legislation.
1.2 “GDPR” means Regulation (EU) 2016/679 and any applicable national implementing legislation.
1.3 “Controller”, “Processor”, “Personal Data”, “Processing”, “Data Subject”, and “Personal Data Breach” have the meanings given in Article 4 of the GDPR.
1.4 “User” means the legal entity or individual that accepts the Terms of Service.
1.5 “Miles” means Barão & Barros Lda, acting as provider of the Miles AI software.
1.6 “Services” means the Miles AI software and related services provided under the Terms of Service.
Roles of the Parties
2.1 To the extent that Miles Processes Personal Data on behalf of the User in the provision of the Services: • the User acts as Data Controller; and • Miles acts as Data Processor.
2.2 The User determines the purposes and means of the Processing. Miles Processes Personal Data solely on behalf of and under the documented instructions of the User.
Compliance with Data Protection Laws
3.1 Each Party shall comply with all applicable Data Protection Laws in connection with this DPA.
3.2 The User represents and warrants that: • it has a valid legal basis for the Processing of Personal Data; • all Personal Data provided to Miles has been collected and shared in accordance with Data Protection Laws; and • it has obtained all necessary consents, notices, and authorisations required for Miles to Process the Personal Data to provide the Services.
Subject Matter, Nature and Purpose of Processing
4.1 Miles Processes Personal Data solely to provide the Services, including: • reading, analysing, and processing business email communications; • generating draft email replies; • classifying messages (for example, topic, urgency); and • supporting customer communication workflows.
4.2 The Processing is limited to what is necessary to provide the Services and as documented in Appendix A.
Instructions
5.1 Miles shall Process Personal Data only on documented instructions from the User, including those set out in this DPA, the Terms of Service, and any configuration or in-product controls the User uses.
5.2 If Miles is required by applicable law to Process Personal Data other than on the User’s instructions, Miles will (to the extent permitted by law) inform the User of that requirement before Processing.
5.3 If Miles becomes aware that an instruction from the User infringes Data Protection Laws, Miles will inform the User (without being required to provide legal advice).
Confidentiality
6.1 Miles shall ensure that access to Personal Data is limited to authorised personnel who require access to provide the Services and who are bound by confidentiality obligations.
6.2 Miles shall not disclose Personal Data to any third party except as permitted under this DPA, the Terms, or applicable law.
Security of Processing
7.1 Miles implements appropriate technical and organisational measures to ensure a level of security appropriate to the risk, designed to protect Personal Data against unauthorised or unlawful Processing and against accidental loss, destruction, or damage.
7.2 Security measures take into account the nature, scope, context, and purposes of the Processing and the risks to the rights and freedoms of Data Subjects.
7.3 Miles will maintain records of processing activities to the extent required by applicable Data Protection Laws.
Personal Data Breach Notification
8.1 Miles shall notify the User without undue delay after becoming aware of a Personal Data Breach and shall provide reasonable information available to enable the User to meet its obligations under the GDPR.
Assistance to the Controller
9.1 Miles shall provide reasonable assistance to the User in: • responding to Data Subject rights requests; • complying with security and breach notification obligations; • conducting Data Protection Impact Assessments where required; and • cooperating with Supervisory Authorities.
9.2 Where permitted by law and where a request requires disproportionate effort, Miles may charge reasonable costs for assistance beyond what is required to provide the Services.
Sub-processing
10.1 The User provides a general authorisation for Miles to engage Sub-processors for the provision of the Services.
10.2 Miles shall: • ensure Sub-processors are subject to data protection obligations substantially equivalent to those in this DPA; and • remain fully liable for the acts and omissions of its Sub-processors.
10.3 Miles shall notify the User of material changes to its Sub-processors. The User may object on reasonable grounds by providing notice to Miles within ten (10) business days of receiving the notification. If the parties cannot resolve the objection, the User may terminate the affected Services.
10.4 Sub-processor list. Miles will make available to the User, on request, a list of current Sub-processors used to provide the Services.
International Transfers
11.1 Where Personal Data is transferred outside the European Economic Area, Miles shall ensure that such transfers are made in accordance with Chapter V of the GDPR using appropriate safeguards, including Standard Contractual Clauses or equivalent lawful mechanisms.
Audits and Accountability
12.1 Miles shall make available to the User information reasonably necessary to demonstrate compliance with this DPA.
12.2 Audits may be conducted: • upon reasonable prior written notice; • no more than once per twelve (12) month period; and • in a manner that minimises disruption and protects confidentiality and the security of other customers.
12.3 The User must ensure any audit results are treated as confidential. Miles may require a confidentiality undertaking from the auditor.
12.4 To the extent permitted by law, Miles may charge reasonable costs for audits that require significant effort.
12.5 Audit limitations. Audits must not (a) require access to data of other customers, (b) require disclosure of Miles’ internal pricing or other confidential commercial information not relevant to the audit purpose, or (c) unreasonably compromise the security of Miles’ systems. Miles may require the auditor to comply with reasonable security and confidentiality procedures.
Deletion or Return of Personal Data
13.1 Upon termination of the Services, Miles shall, at the User’s choice and upon written request, delete or return Personal Data within a reasonable time, unless retention is required by law.
13.2 This does not affect routine retention of data in backups for a limited period, subject to appropriate safeguards, where applicable.
Duration and Termination
14.1 This DPA enters into force automatically upon acceptance of the Terms of Service or use of the Services, whichever occurs first.
14.2 It shall remain in effect for as long as Miles Processes Personal Data on behalf of the User.
Governing Law
This DPA shall be governed by and interpreted in accordance with the laws applicable under the Terms of Service.
APPENDIX A PROCESSING DETAILS • Categories of Data Subjects: Users, customers, suppliers, and business contacts of the User. • Types of Personal Data: Names, email addresses, email content and metadata, business contact details, and other Personal Data included in business communications. This may also include derived data generated by the Services to provide functionality, such as classifications, tags, summaries, draft replies, and vector representations or embeddings to the extent they relate to an identifiable individual. • Duration of Processing: For the duration of the Services and any legally required retention period.