Services refers to the ZyptAI software components deployed as an Azure Managed Application. MRG refers to the Managed Resource Group created within Your subscription. Customer Data means all data You or Your users submit to or generate within the Services.
This Agreement is intended to supplement the Microsoft Standard Contract for Azure Marketplace. In the event of conflict, these ZyptAI-specific Sovereignty terms shall take precedence.
ZyptAI manages resources via Azure Lighthouse. This allows identity from our Tenant to perform maintenance and support operations. Crucially, this does NOT provide default access to the content of Your Customer Data stored in AI Search or Cosmos DB. All access events are logged in Your Azure Monitor.
ZyptAI utilizes Azure OpenAI Enterprise services. We explicitly guarantee that Your Customer Data is NOT used to train foundation models. All data remains within the security boundary of Your Azure Tenant and is never transmitted to ZyptAI systems.
You are the Data Controller; ZyptAI is the Data Processor. All primary data residency is maintained in Your selected Azure regions, subject to Microsoft's underlying infrastructure policies. ZyptAI will process Customer Data only on Your documented instructions.
You agree not to use the Services to process data in violation of applicable law, to attempt to reverse-engineer or extract underlying AI models, or to use the Services in any manner that could damage, disable, or impair ZyptAI or Microsoft infrastructure. You are responsible for ensuring Your users comply with these restrictions.
Optional integrations (e.g., LucidChart, Jira) may require data egress to their respective APIs. Use of these features is subject to the terms of those third-party providers as independent sub-processors. ZyptAI is not liable for data handling practices, security incidents, or service failures of third-party providers.
ZyptAI targets 99.5% monthly uptime for the management plane. Actual availability of AI inference and storage services is subject to Microsoft Azure SLAs. Planned maintenance windows will be communicated with at least 48 hours notice where possible.
Either party may terminate this Agreement with 30 days written notice. Upon termination, Your MRG and all associated resources will be deprovisioned. You are responsible for exporting any Customer Data prior to termination. ZyptAI will not retain copies of Your Customer Data following deprovisioning.
THE SERVICES ARE PROVIDED 'AS IS'. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ZyptAI'S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE FEES PAID FOR THE SERVICES IN THE PRECEDING 12-MONTH PERIOD. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES.
This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, United States, without regard to its conflict of law provisions. Any disputes arising under this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Austin, Texas.
For further inquiries regarding our legal framework, please connect with us at contact@zyptai.com
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