Legal
Business-ready subscription terms for Orchestri customers. Customer-specific order forms, DPAs, AI addenda, or service schedules may supplement these terms.
This Master Subscription Agreement ("Agreement") is entered into between Orchestri, LLC ("Orchestri") and the customer identified in an applicable Order Form ("Customer"). This Agreement governs Customer's access to and use of the Orchestri platform, including CRM, revenue operations, forecasting, reporting, workflow automation, integrations, AI-assisted functionality, and related services.
Authorized User, Workspace, Customer Data, Services, AI Services, Third-Party AI Providers, Integrations, Documentation, Subscription Term, Confidential Information, Usage Data, and Statement of Work (SOW) have the meanings set out in the applicable Order Form, documentation, or commercial terms.
Subject to payment and compliance with this Agreement, Customer receives a limited, non-exclusive, non-transferable right to access and use the Services during the Subscription Term.
Fees are defined in Order Forms. Invoices are payable according to agreed payment terms. Late payments may accrue interest at the lesser of 1% per month or the maximum amount permitted by law.
If the Services are provided under an evaluation, beta, or pilot program, the Services are provided without charge for the period identified in the applicable Order Form. Pilot Services may be modified, suspended, or discontinued at any time. At the conclusion of the Pilot, continued access to the Services is subject to a mutually agreed commercial subscription.
Customer is responsible for user management, account security, data accuracy, legal compliance, and activities performed under Customer accounts.
Customer shall not reverse engineer the Services, perform unauthorized penetration testing, circumvent security controls, distribute malware, scrape data, abuse AI capabilities, or violate applicable law.
AI outputs are probabilistic and may contain inaccuracies. Customer is responsible for review, validation, and approval of AI-generated outputs before reliance for legal, financial, operational, regulatory, or business decisions.
Prompts and data may be processed by third-party providers to provide requested functionality. Provider roles, selection, retention, and training terms are governed by applicable customer documentation.
Customer retains ownership of Customer Data. Orchestri retains ownership of the Services, software, documentation, methodologies, analytics, models, trademarks, and intellectual property.
Security measures, configuration responsibilities, and review materials are governed by the applicable customer agreement and documentation.
Customer Data will be processed in accordance with Orchestri's Privacy Policy and any applicable Data Processing Addendum. Orchestri may collect aggregated and anonymized usage data that does not identify Customer for service improvement, analytics, benchmarking, capacity planning, and security monitoring.
Services may connect with third-party systems including CRM, ERP, productivity, communication, finance, and data platforms. Orchestri is not responsible for outages, API changes, restrictions, or failures caused by third-party providers.
Orchestri will provide commercially reasonable support for generally available features. Beta, preview, experimental, and early-access features are provided as-is. Each party will protect Confidential Information using reasonable care. Except for Customer Data, all rights, title, and interest in the Services remain with Orchestri.
The Services are provided "as is" and "as available." Orchestri disclaims implied warranties including merchantability, fitness for a particular purpose, and non-infringement. Neither party shall be liable for indirect, incidental, special, consequential, or punitive damages. Aggregate liability shall not exceed fees paid during the twelve months preceding the claim.
Mutual indemnification provisions apply for intellectual property infringement claims, violations of law, and misuse of data, subject to customary notice and defense requirements. Either party may terminate for material breach not cured within thirty days after notice. Colorado law governs this Agreement. Assignment, force majeure, notices, waiver, severability, survival, and entire agreement provisions apply.
