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This analysis describes what OpenAI's agreement states, permits, or reserves. It does not constitute a legal determination about enforceability. Regulatory applicability and practical outcomes may vary by jurisdiction, enforcement context, and individual circumstances. Read our methodology
The exclusion removes indemnity protection in the scenario where the customer had actual or constructive knowledge of infringement, shifting legal exposure back to the customer.
Interpretive note: The excerpt uses '(i)' indicating this is one item in a larger list of indemnity exclusions; other exclusions are not stated and are omitted from the canonical claim.
The updated terms establish new licensing provisions for customers who download and install software components (Licensed Materials) on their own systems. Under the revised terms, OpenAI grants a limited, non-exclusive, non-transferable license to install and use Licensed Materials solely in connection with the Services, but customers may not modify, redistribute, or sublicense the materials. Upon termination of service, customers must permanently delete the Licensed Materials. Additionally, OpenAI introduced a new ChatGPT Sites feature for creating and publishing websites, with use governed by separate ChatGPT Sites Terms. You can review the ChatGPT Sites Terms via the referenced link to understand specific conditions for website creation and maintenance.
View change record →If you or your end users were aware—or should have been aware—that Output was infringing or likely to infringe, you cannot rely on OpenAI's indemnification.
How other platforms handle this
This provision does not require you to indemnify any of the Company Parties for any unconscionable commercial practice by such party or for such party's fraud, deception, false promise, misrepresentation...
Without affecting either party's termination rights and to the extent permitted by applicable law, this Section 14 states the parties' sole and exclusive remedy under the Agreement for any Allegations of Intellectual Property Rights infringement covered by this Section 14.
To the extent permitted by applicable law, this Section 13 (Indemnification) states the parties' sole and exclusive remedy under this Agreement for any third-party allegations of Intellectual Property Rights infringement...
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"This indemnity does not apply where: (i) Customer or Customer's End Users knew or should have known the Output was infringing or likely to infringe...Excerpt from OpenAI's Service Terms
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The exclusion removes indemnity protection in the scenario where the customer had actual or constructive knowledge of infringement, shifting legal exposure back to the customer.
If you or your end users were aware—or should have been aware—that Output was infringing or likely to infringe, you cannot rely on OpenAI's indemnification.
ConductAtlas has identified this type of provision across 233 platforms. See the full comparison.
No. ConductAtlas is an independent monitoring service. We are not affiliated with, endorsed by, or sponsored by OpenAI.