AI Addendum

This Artificial Intelligence Addendum (the “AI Addendum”) applies to all AI Services (defined below). Unless otherwise defined in this AI Addendum, capitalized terms have the meaning given to them in the PandaDoc Master Services Agreement available on the Site. BY USING The AI Services, Customer acknowledges that it has read, understood and agreed to be bound by this AI Addendum and the Agreement. Customer represents and warrants that it has the full legal authority to enter into this AI Addendum.

1. Definitions

“AI Improvement Data” means any data or information generated or derived from anonymized AI Output or Usage Data.

“AI Output” means the data or content generated by the AI Services from Customer and Users’ use of AI Services (e.g., responses, suggestions, summaries). AI Output is Customer Confidential Information (as defined in the Agreement) and is not considered part of the PandaDoc Services.

“AI Services” means all PandaDoc Services that utilize artificial intelligence (“AI”) or machine learning software, technologies, features, or functionalities, including without limitation generative models, AI algorithms or machine learning models.

“PandaDoc’s AI Training” means using AI Improvement Data to improve and optimize PandaDoc Services, including, without limitation, training AI and computational algorithms, and machine learning models.

2. AI Output

2.1 Ownership. As between the Parties, Customer owns the AI Output, subject to the rights granted to PandaDoc in the Agreement.

2.2 License to AI Output. Customer hereby grants PandaDoc the right to process AI Output as it processes Customer Content pursuant to Section 2.1 of the Agreement.

3. AI Training Rights and Opt-Out Rights.

3.1 AI Training. Subject to Section 3.2 of this AI Addendum, Customer hereby grants PandaDoc a perpetual, irrevocable, non-exclusive, sublicensable, worldwide, fully paid right and license, to use, host, reproduce, display, perform, and modify AI Output to create AI Improvement Data for PandaDoc’s AI Training. PandaDoc exclusively owns and retains all rights, title, and interest, in and to AI Improvement Data, and has no obligation to delete it upon expiration or termination of the Agreement. This Section shall survive expiration or termination of the Agreement.

3.2 Opt-Out Rights. Customers may, at any time, and on a go-forward basis, elect to opt-out of using PandaDoc AI Services.

4. Reservation of Rights. Notwithstanding anything to the contrary in this AI Addendum, or the Agreement, PandaDoc will exclusively own and retain all rights, title, and interest in and to the AI Services, including without limitation any improvements or modifications thereto and any learning derived therefrom.

5. Warranties.

5.1 AI SERVICES WARRANTY. In addition to the warranties contained in the Agreement, PandaDoc warrants that, to its knowledge, PandaDoc has obtained sufficient permissions to its Training Data (defined below) used for training AI models that are incorporated into the AI Services. For purposes of this AI Addendum, “Training Data” means data used by PandaDoc to train or improve AI models powering the AI Services, including, without limitation, (a) Usage Data, (b) publicly available data; and (c) data licensed from third parties for training purposes. Training Data excludes data used to train third-party AI models not developed by PandaDoc. PandaDoc does not control and disclaims any responsibility or liability for such pre-existing training data used by third-party providers prior to incorporation into the AI Services.

5.2 DISCLAIMER. PANDADOC MAKES NO WARRANTIES OR REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, OR BY OPERATION OF LAW, REGARDING THE AI OUTPUT AND DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE. THE AI SERVICES MAY PRODUCE AI OUTPUT THAT IS INCORRECT OR OTHERWISE UNDESIRABLE. CUSTOMER IS RESPONSIBLE FOR REVIEWING AND EVALUATING (INCLUDING THROUGH HUMAN REVIEW) THE AI OUTPUT FOR ACCURACY AND SUITABILITY FOR CUSTOMER’S INTENDED USE CASE. THE SUITABILITY OF AI SERVICES AND AI OUTPUT FOR ANY SPECIFIC PURPOSE IS AT THE SOLE DISCRETION OF THE CUSTOMER. NEITHER PANDADOC, THE AI SERVICES, NOR AI OUTPUT ARE PROVIDING CUSTOMER WITH LEGAL OR FINANCIAL ADVICE. AI OUTPUT MAY NOT BE UNIQUE AND THE AI SERVICES MAY GENERATE THE SAME OR SIMILAR AI OUTPUT FOR CUSTOMER OR A THIRD PARTY. PANDADOC WILL NOT BE RESPONSIBLE OR LIABLE FOR AI OUTPUT. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE AGREEMENT, PANDADOC’S INDEMNIFICATION OBLIGATIONS SHALL NOT APPLY WITH REGARD TO THE AI SERVICES OR AI OUTPUT WHERE THE UNDERLYING CLAIM ARISES FROM OR AS A RESULT OF: (A) CUSTOMER CONTENT; (B) CUSTOMER’S FAILURE TO COMPLY WITH THE AGREEMENT OR LAWS APPLICABLE TO THE CUSTOMER; (C) MODIFICATIONS OF THE AI SERVICES OR AI OUTPUT BY CUSTOMER; OR (D) CUSTOMER CREATING OR USING AI OUTPUT THAT IT REASONABLY KNOWS OR SHOULD HAVE KNOWN INFRINGES OR MISAPPROPRIATES ANOTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS.

Updated: February 2026