ClickUp AI Additional Terms

These ClickUp AI Additional Terms (“ClickUp AI Terms”) apply to your access and use of any ClickUp AI feature(s), and form a part of the Terms Of Use or the Master Services Agreement, as applicable, between you and ClickUp (the “Agreement”). Any capitalized terms used but not otherwise defined herein have the meaning set forth in the Agreement. References to “Customer Data” in these ClickUp AI Terms shall also mean User Content for purposes of the Terms of Use. If you do not want to use ClickUp AI or disagree with these ClickUp AI Terms, you may also disable ClickUp AI in your Workspace.

“ClickUp AI” means any tools, features or functionality made available to you via the ClickUp AI ClickApp or ClickUp platform (e.g., AI authorship and editing features) that utilize data models trained by machine learning and artificial intelligence, including but not limited to, tools for generating short-form or long-form content through prompting, editing of or extraction of information from existing content via prompting, and translation of existing or newly generated content.

Improving ClickUp AI. Your access to or use of ClickUp AI does not grant ClickUp any right or license to use or share your Customer Data in a manner that is inconsistent with the Agreement unless otherwise agreed to by you.

Input and Output. You may provide input to be processed by ClickUp AI (“Input”), and receive output generated by ClickUp AI based on any Input (“Output”). When using ClickUp AI, Input and Output are your Customer Data for purposes of the Agreement. You are solely responsible for the creation, development, content, operation, maintenance, use, and dissemination of your Customer Data. You are solely responsible for ensuring that your Input, access to and use of ClickUp AI, and Output will not (i) violate any applicable law or regulation; (ii) violate these ClickUp AI Terms, the Agreement, or any content and use policies we may implement from time to time; or (iii) infringe upon, violate, or misappropriate any of ClickUp’s rights or the rights of any third party. You acknowledge that due to the nature of machine learning and ClickUp AI more generally, Output may not be unique and ClickUp AI may generate the same or similar output to ClickUp or other third parties. You will not provide Input or attempt to generate Output through ClickUp AI that consists of any sensitive or regulated information unless you have a separate agreement with us that expressly allows for your processing of such data through ClickUp AI, including (i) Protected Health Information as defined by HIPAA or similar statutes, or health, genetic, biometric record or data in general; (ii) government-issued identification numbers of any kind; or (iii) personal financial or bank account information.

Healthcare Use. You may not use ClickUp AI in connection with any healthcare activities unless you have an active Business Associate Agreement with ClickUp and ClickUp has confirmed that: (a) your account is set up for healthcare AI use and (b) Zero Data Retention is enabled for any PHI data you process through ClickUp AI. To the extent that you use ClickUp AI or use or disclose Output, or permit ClickUp AI or Output to be used or disclosed, in connection with any healthcare activities (including without limitation the practice of medicine, billing, coding, claims processing, or clinical research), you will: (i) test the Input and Output for accuracy in your use cases; (ii) ensure that your employees, agents, and contractors understand and comply with these terms, the BAA between you and ClickUp, HIPAA, and all other applicable laws and regulations, including by providing appropriate training; (iii) ensure that only duly trained and qualified individuals who maintain licenses, certifications or other authorizations required to perform such healthcare activities will use ClickUp AI or use or disclose the Outputs in connection with such healthcare activities; (iv) not use ClickUp AI or Outputs to give medical advice, diagnose any medical condition, or create any treatment plans or programs; (v) not represent to any party, including a patient, that ClickUp AI was performed by a human or that Output was human-generated; and (vi) only process PHI, submit PHI for Input, or retrieve Output that includes or is based on PHI, through a Zero Data Retention workflow.

ClickUp AI Use Restrictions. You may not use ClickUp AI or any Output (i) to develop data sets, foundation models, or other large scale models that may compete with ClickUp or ClickUp AI; (ii) to mislead any person or imply that Output from generated using ClickUp AI is unique or solely human generated; (iii) to generate spam or misleading content; (iv) in a manner that violates any law, regulation, technical documentation, usage guidelines, policies, or other terms, whether made available or communicated to you by ClickUp or any other third party; (v) to modify or create derivative works of ClickUp or ClickUp AI; (vi) to reverse assemble, reverse compile, decompile, translate, engage in model extraction or stealing attacks, or otherwise attempt to discover the source code or underlying components of models, algorithms, and systems of ClickUp or ClickUp AI (except to the extent such restrictions are contrary to applicable law); (vii) to extract data from ClickUp or ClickUp AI other than as permitted through the API; or (viii) to buy, sell, or transfer API keys from, to, or with a third party without ClickUp’s prior written consent. Additionally, your use of ClickUp AI is subject to fair usage restrictions that we may determine in our sole discretion. You acknowledge and agree that if you exceed what we determine to be fair usage: (a) you may be required to purchase additional usage rights to continue accessing and using ClickUp AI; and (b) ClickUp may disable or degrade performance of ClickUp AI.

Third Party Policies. If you choose to use ClickUp AI, you may not use the ClickUp AI features in a manner that violates any OpenAI Policy, including but not limited to their Content Policy, Sharing and Publication Policy , and Community Guidelines.

DISCLAIMER OF WARRANTIES. CLICKUP DOES NOT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF CLICKUP AI OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH CLICKUP AI. YOU UNDERSTAND AND AGREE THAT ANY CONTENT OR OUTPUT OBTAINED THROUGH THE USE OF CLICKUP AI IS PROVIDED “AS-IS” AND OBTAINED AT YOUR SOLE RISK. YOU SHOULD NOT USE OR RELY ON CLICKUP AI OUTPUT WITHOUT INDEPENDENTLY DETERMINING THE ACCURACY OF THE OUTPUT, AS ANY OUTPUT MAY CONTAIN MATERIAL INACCURACIES OR UNVERIFIED INFORMATION DUE TO THE NATURE OF MACHINE LEARNING OR CHANGES TO THE DATA MODEL AND/OR THE UNDERLYING DATA AFTER AN OUTPUT IS GENERATED. NO INFORMATION, ADVICE, OR OTHER CONTENT, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CLICKUP OR THROUGH CLICKUP AI SHALL CREATE ANY WARRANTY NOT EXPRESSLY SET FORTH HEREIN, AND CLICKUP DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. IN NO EVENT WILL CLICKUP’S TOTAL LIABILITY TO YOU FOR ANY DAMAGES, LOSSES OR CAUSES OR ACTIONS, IN AGGREGATE, ARISING FROM OR RELATING TO CLICKUP AI, YOUR USE OF CLICKUP AI, OR THE CLICKUP AI OUTPUT EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100.00). CLICKUP AI IS SUPPLEMENTAL TO THE SERVICES BEING OFFERED UNDER THE AGREEMENT, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY IN YOUR AGREEMENT, CLICKUP DOES NOT MAKE ANY WARRANTY REGARDING THE AVAILABILITY OR UPTIME OF CLICKUP AI AND MAY DISCONTINUE OR MODIFY CLICKUP AI OR THESE CLICKUP AI TERMS AT ANY TIME IN ITS SOLE DISCRETION.
NOTWITHSTANDING ANY WARRANTIES OR OTHER TERMS IN ANY AGREEMENT BETWEEN YOU AND CLICKUP, CLICKUP AI AND THE OUTPUT ARE NOT INTENDED TO SUBSTITUTE FOR THE FUNCTION OR SERVICES OF PROPERLY TRAINED AND LICENSED INDIVIDUALS, INCLUDING WITHOUT LIMITATION PHYSICIANS OR OTHER CLINICIANS, BILLING, CODING, OR CLAIMS PERSONNEL, OR CLINICAL RESEARCHERS. CLICKUP IS NOT RESPONSIBLE OR LIABLE FOR ANY ADVICE, COURSE OF TREATMENT, DIAGNOSIS, OR ANY OTHER INFORMATION OR SERVICES THAT ANY PATIENT OR OTHER INDIVIDUAL MAY OBTAIN OR RECEIVE; BILLING, CODING, OR CLAIMS ACTIVITIES CONDUCTED BY CUSTOMER OR ITS UPSTREAM CUSTOMERS; OR FOR THE ACCURACY, COMPLETENESS, OR SUITABILITY OF ANY DATA OR INFORMATION USED IN ANY HEALTHCARE ACTIVITIES, INCLUDING CLINICAL RESEARCH ACTIVITIES CONDUCTED BY CUSTOMER OR ITS UPSTREAM CUSTOMERS. THE SERVICES AND OUTPUT ARE NOT INTENDED TO BE USED IN A MANNER THAT CONSTITUTES A MEDICAL DEVICE.

Last updated: April 3, 2024