Showing terms for the Microsoft Online Subscription Agreement (MOSA) program. Not all terms apply to all products and programs. Get help selecting a program.
*Also available through Microsoft Customer Agreement and Reduction Eligible when acquired under that agreement.
Provides additional information related to acquiring the Product, such as prerequisites for purchase, prior versions, and the applicable Product Pool.
|Terms of Service|
Universal License Terms for Online Services (For Azure Virtual Desktop per user access, Windows operating system is governed by the Universal License Terms for all Software and includes specific terms in Windows Desktop Operating System terms).
Azure Kubernetes Service Edge Essentials is governed by the Universal License Terms for all Software.
This table highlights which Azure products fall under the categories of Microsoft Azure User Plans, Microsoft Azure Support Plans, and Microsoft Azure Services:
|Microsoft Azure User Plans||Azure Active Directory Premium Plan 1 & 2(User SL), Azure Information Protection Premium Plan 1 (User SL), Azure Information Protection Premium Plan 1 Add-on (User SL), Microsoft Defender for Identity (User SL), Microsoft Defender for Identity Client Management License Add-on (User SL)|
|Microsoft Azure Support Plans||Azure Active Professional Direct Support, Azure Active Standard Support, Microsoft Azure StorSimple Premium & Standard Support, Microsoft Azure StorSimple Standard Support to Premium Support|
|Microsoft Azure Services||Azure SQL Edge (per Device), Microsoft Translator API, Microsoft Azure Services|
Microsoft Azure Services Plans
If subscribed to by Customer as a Microsoft Azure Services Plan, individual Microsoft Azure Services may have different program availability or be subject to different terms. Other than Azure Stack Hub, Services purchased as a Microsoft Azure Services Plan are not eligible for the Azure Customer Solution clause in the General Service Terms for Azure.
Except as described below for Azure reservations, Customer may only subscribe to Microsoft Azure Services (including Microsoft Azure Services Plans) for a subscription term that ends on the end date of Customer’s Enrollment (“coterminous”). Customer must have at least two months remaining in its Enrollment term in order to subscribe to Microsoft Azure Services.
Purchasing Microsoft Azure Services
Microsoft Azure Services may be purchased in one or a combination of the following ways:
Azure prepayment: Customer will have access to its entire Azure prepayment throughout the term of its Enrollment if Customer agrees to be invoiced for the full amount upfront (the “Fully Prepaid Option”). Alternatively, if Customer elects to be invoiced for its Azure prepayment on an annual basis, Customer will have access to an Allocated Annual prepayment each year of the Enrollment (the “Annually Prepaid Option”). Under the Fully Prepaid Option, any unused Azure prepayment will be forfeited at the end of the Enrollment, and under the Annually Prepaid Option, any unused Allocated Annual prepayment will be forfeited on the following Enrollment anniversary date. Customer may contact Microsoft or Customer’s reseller about increasing its Azure prepayment or reducing its Allocated Annual prepayment for any future Enrollment anniversary. Customer’s reseller (if any) must process reductions with Microsoft prior to the next anniversary.
Consumption: Customer pays based on the amount of Microsoft Azure Services consumed during a billing period. Certain features of the Microsoft Azure Services may only be available for purchase on a consumption basis.
Microsoft Azure Services Plan: Customer may be able to subscribe to a Microsoft Azure Service as a Microsoft Azure Services Plan.
Automatic Provisioning: As part of the Server and Cloud Enrollment, Customers who have not ordered Microsoft Azure Services as part of their Enrollment may receive an activation email from Microsoft inviting them to provision Microsoft Azure Services under their Enrollment without an Azure prepayment.
Azure reservations: Azure reservations are purchased for specified terms of up to three years with either a single upfront payment or equal monthly payments (when available). Azure reservations expire at the end of the specified term. Customer will not be refunded payment (paid or scheduled) for unused Azure reservations. Using Azure commitment tiers, Customers pay upfront monthly for connected containers and Azure usage. Overage will be invoiced when usage exceeds the commitment tier limit. For disconnected containers, Azure commitment tier payments are made upfront yearly, except for disconnected container proof of concept (POC) SKUs, which have a one month prorated price. Customers can renew the POC license automatically up to two times, allowing for three months of total usage of a POC SKU.
Azure compute savings plan: Azure compute savings plan is purchased for specified terms of up to three years with either a single upfront payment or equal monthly payments (when available). Azure compute savings plan expires at the end of the specified term. Customer will not be refunded payment (paid or scheduled) for unused Azure compute savings plan. Azure compute savings plans are noncancellable. Customer will owe the amount charged for the plan for the duration of the selected term, even if the Agreement is terminated. Notwithstanding the terms in Customer’s volume licensing agreement, fixed pricing does not apply to Azure compute savings plan.
Microsoft may offer lower prices to Customer (or Customer’s reseller) for individual Microsoft Azure Services during Customer’s Enrollment term on a permanent or temporary (promotional) basis.
Azure reservations: Notwithstanding the terms in Customer's volume licensing agreement, fixed pricing does not apply to Azure reservations. Azure reservation pricing will be based on the available pricing at the time of each purchase.
Azure Spot: Notwithstanding the terms in Customer's volume licensing agreement, fixed pricing does not apply to Azure Spot virtual machines. Azure Spot pricing is demand-based. The available pricing at the time of each purchase is subject to change at any time. Customer can refer to the Azure portal for pricing adjustments. Customer's access to a given Azure Spot virtual machine is temporary and may be interrupted at any time. Customer may elect to be notified immediately prior to workload interruption.
Azure Communication Services: Notwithstanding the terms in the Customer's volume licensing agreement, fixed pricing does not apply to Azure Communication Services ("ACS"). ACS pricing is market-based. The available pricing at the time of each purchase is subject to change at any time. Customer can refer to the Azure portal for pricing adjustments.
Payment and Fees
This table highlights which Azure Product categories are eligible for the Payment and Fees options below. Please reference the Product Category table above for eligible products.
|Payment and Fees options||Eligible Products*|
|1. Using Azure prepayment||Microsoft Azure Services|
|2. Invoicing Azure prepayment||Microsoft Azure Services|
|3. Invoicing Azure prepayment overage||Microsoft Azure Services|
|4. Consumption Invoicing||Microsoft Azure Services|
|5. Azure Services Plan Invoice||Microsoft Azure Support Plans, Microsoft Azure User Plans|
|6. Azure reservations||Microsoft Azure Services|
|7. Azure compute savings plan||Microsoft Azure Services|
*Some Products may not be eligible for certain Payment and Fees scenarios. Please refer to the Azure Portal or Pricing Calculator (https://azure.microsoft.com/pricing/calculator/) for more information on availability.
- Using Azure prepayment: Each month, Microsoft will deduct from Customer’s Azure prepayment (or Allocated Annual prepayment, if applicable) the monetary value of Customer’s usage of eligible Microsoft Azure Services. Once Customer’s Azure prepayment (or Allocated Annual prepayment, if applicable) balance has been exhausted, any additional usage will be invoiced at Consumption Rates (as described below).
- Invoicing Azure prepayment: If Customer elects the Fully Prepaid Option, Azure prepayment will be invoiced immediately. If Customers elects the Annually Prepaid Option, the first Allocated Annual prepayment will be invoiced immediately, and future Allocated Annual prepayments will be invoiced on the anniversary of the Enrollment effective date.
- Invoicing Azure prepayment overage: If Customer’s usage is higher than either its Azure prepayment under the Fully Prepaid Option or its Allocated Annual prepayment under the Annually Prepaid Option, such excess will be invoiced at Consumption Rates to Customer (or its reseller) at the end of each Enrollment month.
- Consumption invoicing: If Customer provisions Microsoft Azure Services without a Azure prepayment, it (or its reseller) will be invoiced monthly at Consumption Rates. All usage of the Microsoft Azure Services after the expiration or termination of Customer’s subscription term will be invoiced to Customer (or its reseller) at then-current Consumption Rates on a monthly basis.
- Azure Services Plan invoice: The purchase of a Microsoft Azure Services Plan will be invoiced to Customer (or its reseller) either on an upfront or annual basis, according to the terms of Customer’s volume licensing agreement governing payment terms for the order of Online Services generally. Azure prepayment cannot be applied to the purchase of a Microsoft Azure Services Plan; provided, however, that if a Microsoft Azure Services Plan includes the purchase of an initial quantity of a service (“Initial Quantity”), Customer usage that exceeds the Initial Quantity will be billed at Consumption Rates, and Customer’s Azure prepayment can be applied to such usage.
- Azure reservations: The purchase of Azure reservations will be deducted automatically from any available Azure prepayment. If Customer has used all of its Azure prepayment or if the cost of Azure reservations exceeds the available Azure prepayment balance at the time of purchase, the excess will be invoiced as otherwise provided in this “Payment and Fees” section. Azure reservations Customer purchases via Azure.com will be charged against its credit card on file for the full upfront payment, or the charge will appear on its next invoice. Azure reserved instances for a virtual machine or Azure SQL Database services cover compute only (the base rate) and do not include the cost of the software (e.g., Windows Server or SQL Server), storage or back-up. Conversely, Azure reserved instances for software do not include the cost of compute.
- Azure compute savings plan: The purchase of Azure compute savings plan will be deducted automatically from any available Azure prepayment. If Customer has used all of its Azure prepayment or if the cost of Azure compute savings plan exceeds the available Azure prepayment balance at the time of purchase, the excess will be invoiced as otherwise provided in this “Payment and Fees” section. Azure compute savings plan Customer purchases via Azure.com will be charged against its credit card on file for the full upfront payment, or the charge will appear on its next invoice. Azure compute savings plan covers compute only (the base rate) and does not include the cost of the software (e.g., Windows Server or SQL Server), storage or back-up.
Five Year Reservations for Azure VMs
As an exception to the general terms for Azure reservations, we offer five year Azure reservation terms for select VM families. The early termination fee for a five-year Azure reservation is 35%. Microsoft reserves the right during a five-year Azure reservation to move Customer to a newer version of the HB series for reasons including, but not limited to, unavailability of parts for maintenance or lack of support from the hardware vendor. In such cases, the new version and hardware configuration will provide at least the same level of performance.
Azure Reservation Options
The following options apply to Azure reservations Customer has purchased.
- Exchange: is an option that allows Customer to apply the monetary value of a remaining Azure reservation term to the purchase of one or more new Azure reservations of equal or greater monetary value for the same service.
- Cancel: is an option that allows Customer to receive a prorated refund based on a remaining Azure reservation term minus an early termination fee (currently 12 percent) and subject to a cancellation limit set by Microsoft (currently $50,000 per year).
Windows Server Datacenter: Azure Edition
Customer may use Windows Server Datacenter: Azure Edition only as an operating system for virtualization on Microsoft Azure and Azure Stack.
Azure Hybrid Benefit
Microsoft Azure Hybrid Benefit for Windows Server
Customer may use the Microsoft Azure Hybrid Benefit in its own Microsoft Azure account. Customer may use Standard or Datacenter software. The following Windows Server licenses with an active subscription or Software Assurance are eligible for the Microsoft Azure Hybrid Benefit:
- Windows Server Standard/Datacenter core licenses
- Windows Server Standard/Datacenter processor licenses
- Each processor license is equivalent to 16 core licenses.
License Allocation for VM Licensing
- Customer must allocate enough eligible core licenses to cover all Virtual Cores on the VM(s) that are running.
- The minimum number of core licenses required per VM is 8.
License Allocation for Dedicated Host Licensing (Datacenter only)
- Customer must allocate enough Windows Server Datacenter core licenses to cover all Physical Cores available to Customer on a Dedicated Host.
- Customer may run unlimited Virtual Machines on that host/cluster.
Azure Migration Allowance
Aside from the migration allowances below, once licenses are allocated to Azure, Customer may not use them anywhere else. After at least 90 days have passed, Customer may elect to stop using them for the Azure Hybrid Benefit.
- VM Licensing
- Windows Server Standard: When migrating workloads to Azure, Customer may also continue to use its licensed software on devices for a period of 180 days from when the licenses are allocated to Azure.
- Windows Server Datacenter: When migrating workloads to Azure, Customer may also continue to use its licensed software on devices indefinitely.
- Dedicated Host Licensing
- When migrating workloads to Azure, Customer may also continue to use its licensed software on devices for a period of 180 days from when the licenses are allocated to Azure.
Microsoft Azure Hybrid Benefit for SQL Server
Customer may use the Microsoft Azure Hybrid Benefit in its own Microsoft Azure account. The Qualified Licenses in the table below may be used for the Microsoft Azure Data Service in the specified ratios.
|Qualified License||Microsoft Azure Data Service1||Ratio of Qualified Licenses to Azure vCores|
|SQL Server Enterprise (Core)||Azure Arc-enabled SQL Managed Instance – General Purpose||1 Core License:4 vCores|
|Azure Arc-enabled SQL Managed Instance – Business Critical||1 Core License:1 vCore|
|Azure SQL Database (Elastic Pool and Single Database)/Azure SQL Managed Instance – General Purpose||1 Core License:4 vCores|
|Azure SQL Database (Elastic Pool and Single Database)/Azure SQL Managed Instance – Business Critical||1 Core License:1 vCore|
|Azure SQL Database (Single Database)/Azure SQL Managed Instance - Hyperscale||1 Core License:4 vCores|
|Azure Data Factory SQL Server Integration Services (Enterprise)||1 Core License:1 vCore|
|Azure Data Factory SQL Server Integration Services (Standard)||1 Core License:4 vCores|
|SQL Server Enterprise Virtual Machines||1 Core License2:1 vCPU|
|SQL Server Standard Virtual Machines||1 Core License:4 vCPUs|
|SQL Server Standard (Core)||Azure Arc-enabled SQL Managed Instance – General Purpose||1 Core License:1 vCore|
|Azure Arc-enabled SQL Managed Instance – Business Critical||4 Core Licenses:1 vCore|
|Azure SQL Database (Elastic Pool and Single Database)/Azure SQL Managed Instance – General Purpose||1 Core License:1 vCore|
|Azure SQL Database (Elastic Pool and Single Database)/Azure SQL Managed Instance – Business Critical||4 Core Licenses:1 vCore|
|Azure SQL Database (Single Database)/Azure SQL Managed Instance - Hyperscale||1 Core License:1 vCore|
|Azure Data Factory SQL Server Integration Services (Standard)||1 Core License: 1 vCore|
|Azure Data Factory SQL Server Integration Services (Enterprise)||4 Core Licenses:1 vCore|
|SQL Server Standard Virtual Machines||1 Core License2:1 vCPU|
|SQL Server Enterprise Virtual Machines||4 Core Licenses2:1 vCPU|
1Azure Hybrid Benefit is not available in the serverless compute tier of Azure SQL Database.
2Subject to a minimum of four Core Licenses per Virtual Machine.
Azure Migration Allowance
Aside from the migration allowance below, once licenses are allocated to Azure, Customer may not use them anywhere else. After at least 90 days have passed, Customer may elect to stop using them for the Azure Hybrid Benefit.
- When migrating workloads to Azure, Customer may also continue to use its licensed software on devices for a period of 180 days from when the licenses are allocated to Azure.
Fail-over Rights for SQL Server Standard/Enterprise Virtual Machines
When allocating SQL Server Licenses for use under the Azure Hybrid Benefit for SQL Server, Customer is entitled to the respective fail-over rights for the Azure service in use (see Service Specific Terms below).
SQL Server Enterprise Core Unlimited Virtualization Rights
Customer may alternatively allocate enough SQL Server Enterprise core licenses to cover all Physical Cores available to Customer on an Azure Dedicated Host and run unlimited Virtual Machines on that host.
Limited Hosting Rights for Azure Arc-enabled SQL Managed Instance
When using the Azure Hybrid Benefit, paragraph 3 of the Service Specific terms for Azure Arc-enabled SQL Managed Instance does not apply. Customer is entitled only to run its Azure Arc-enabled SQL Managed Instance containers on Microsoft Azure, its own Servers, or Servers under the day-to-day management and control of Authorized Outsourcers, regardless of whether those Servers are dedicated to Customer or not.
Azure Virtual Desktop
Azure Virtual Desktop Conditions
The Azure Virtual Desktop control plane may only be used to manage Azure Virtual Desktop VMs running on Azure. Windows Enterprise multi-session is limited for use on Azure Virtual Desktop VMs running on Azure only.
Azure Virtual Desktop for Windows
Users licensed with Microsoft 365 E3/E5/F3/Business Premium/A3/A5/Student Use Benefit, Windows Enterprise E3/E5, Windows Education A3/A5, or Windows VDA E3/E5 may access Azure Virtual Desktop Windows virtual machines running in Customer's Microsoft Azure accounts. Azure Virtual Desktop virtual machines do not count against a user’s device activation count limit.
Azure Virtual Desktop for Windows Server
Users licensed with RDS User CALs with SA or RDS User Subscription Licenses or using devices licensed with RDS Device CALs with SA may access Azure Virtual Desktop Windows Server virtual machines running in Customer's Microsoft Azure accounts.
Azure Virtual Desktop for Development and Test
Users licensed with Visual Studio subscriptions and MSDN Platforms with active SA (“Authorized Users”) may access Azure Virtual Desktop Windows, and Windows Server virtual machines running in Customer's Microsoft Azure accounts for development and test purposes. Customer’s end users may also access Azure Virtual Desktop Windows, and Windows Server virtual machines initiated by Authorized Users to perform acceptance tests or provide feedback.
Azure Dev/Test Pricing
Customer may be eligible for Azure dev/test pricing for Azure Services accessed by (i) its Qualified Licensed Users solely for development and test purposes, and (ii) its users performing acceptance tests and providing feedback related to those development and test activities. “Qualified Licensed Users” means users allocated Visual Studio subscriptions or MSDN Platform subscriptions with active Software Assurance. See Azure.com (https://azure.microsoft.com/pricing/dev-test/) for eligibility criteria and applicable services.
General Service Terms
Restriction on U.S. Police Department Use of Azure Facial Recognition Services
Customer may not use Azure Facial Recognition Services if Customer is, or is allowing use of such services by or for, a police department in the United States. Violation of any of the restrictions in this section may result in immediate suspension of Customer’s use of the service.
The Bing Maps, Communication Services, Professional Services, Azure Media Services H.265/HEV Encoding, Adobe Flash Player, H.264/AVC Visual Standard, and VC-1 Video Standard in Notices apply. Any deployment services provided to Customer are subject to the Professional Services terms (refer to Professional Services).
Service Level Agreement
Refer to http://azure.microsoft.com/support/legal/sla/.
Customer may not
- resell or redistribute the Microsoft Azure Services, or
- allow multiple users to directly or indirectly access any Microsoft Azure Service feature that is made available on a per user basis (e.g., Active Directory Premium). Specific reassignment terms applicable to a Microsoft Azure Service feature may be provided in supplemental documentation for that feature.
Retirement of Services or Features
Microsoft will provide Customer with 12 months’ notice before removing any material feature or functionality or discontinuing a service, unless security, legal or system performance considerations require an expedited removal. This does not apply to Previews.
Data Retention after Expiration or Termination
The expiration or termination of Customer’s Online Service subscription will not change Customer’s obligation to pay for hosting of Customer Data during any Extended Term.
Azure Customer Solution
Use Rights and Conditions for Use
Customer may create and maintain a Customer Solution. Despite anything to the contrary in Customer’s licensing agreement, Customer may permit third parties to access and use the Microsoft Azure Services solely in connection with the use of that Customer Solution.
Customer is responsible for ensuring that third parties who access, use or distribute the Customer Solution comply with these terms, the terms and conditions of Customer’s licensing agreement, and all applicable laws.
Use of Software within Microsoft Azure
For Microsoft software available within a Microsoft Azure Service, Microsoft grants Customer a limited license to use the software only within the Microsoft Azure Service.
Data Center Availability
Usage of data centers in certain regions may be restricted to Customers located in or near that region. For information on service availability by region, please refer to http://azure.microsoft.com/en-us/regions.
The Microsoft Azure Services may provide the ability to share a Customer Solution and/or Customer Data with other Azure users and communities, or other third parties. If Customer chooses to engage in such sharing, Customer agrees that it is giving a license to all authorized users, including the rights to use, modify, and repost its Customer Solution and/or the Customer Data, and Customer is allowing Microsoft to make them available to such users in a manner and location of its choosing.
Microsoft Azure enables Customer to access or purchase products and services which are optimized for use with Azure through features such as the Microsoft Azure Marketplace and the Virtual Machine Gallery, subject to separate terms available at http://azure.microsoft.com/en-us/support/legal/store-terms.
Bing Search Services
By using the Bing Search Services, Customer agrees to be bound by the terms available at https://www.microsoft.com/en-us/bing/apis/legal and https://learn.microsoft.com/en-us/bing/search-apis/bing-web-search/use-display-requirements which may be updated from time to time. Customer must use results it obtains from the Bing Search Services only in Internet Search Experiences (as defined in the use and display requirements) and must not cache or copy results.
Service Specific Terms
Subscription License Suites
In addition to User SLs, refer to Subscription License Suites for other SLs that fulfill requirements for Azure Active Directory Premium, Microsoft Defender for Identity, Azure Information Protection, and Microsoft Intune.
API Terms for Security Applications and Compliance Applications
“Compliance Application” means a software program or service built exclusively to ensure that an organization is complying with their security-related requirements.
“Security Application” means a software program or service built exclusively to protect and defend the information and technology assets of an enterprise.
“End User” refers to the end-user of the Security Application or Compliance Application.
“Customer” refers to the registered owner of the Azure subscription where the Security Application or Compliance Application is registered with Azure Active Directory.
The following terms and conditions apply to a Security Application’s or Compliance Application’s use of the Microsoft Teams APIs in Microsoft Graph:
- The End User must have one of the following Microsoft 365 E5 eligible licenses: Microsoft 365 E5/A5/G5, Microsoft 365 E5 Compliance, Microsoft 365 E5 Information Protection and Governance, or Microsoft 365 E5 Information Protection & Data Loss Prevention.
- Microsoft will bill Customer for all commercial consumption of API messages that exceed the included monthly seeded allowance per End User tenant. Refer to https://docs.microsoft.com/en-us/graph/teams-licenses to understand and review the seeded allowances and pricing details for the Microsoft Teams APIs.
- Security Applications and Compliance Applications must query the Microsoft Teams APIs with?model=A?query parameter.
The following terms and conditions apply to a non-Security Application or non-Compliance Application use of the Microsoft Teams APIs in Microsoft Graph:
- Microsoft will bill Customer for all commercial consumption of API messages, including, but not limited to, use with the following applications:
- Backup and Restore: Applications that allows users to create or restore backups of messages or files and create and restore system images to repair data in the event of data corruption, or data loss.
- Sentiment analysis: Applications that use natural language processing, text analysis, computational linguistics, biometrics, and other techniques to systematically identify, extract, quantify, and study affective states and subjective information.
- Analytics and Insights: Applications offering continuous iterative exploration and investigation of information to gain.
- Applications that do not qualify as a Security Application or Compliance Application must query the Microsoft Teams APIs with model=B?query parameter.
The following terms and conditions apply to Microsoft Purview eDiscovery APIs in Microsoft Graph:
- The End User must have one of the following Microsoft 365 E5 eligible licenses: Microsoft 365 E5/A5/G5, Microsoft 365 E5 Compliance, or Microsoft 365 E5 eDiscovery & Audit.
- Microsoft will bill Customer for all commercial consumption of the data generated in the review set that exceeds the included monthly seeded allowance per End User tenant.
Azure Active Directory Basic
Customer may, using Single Sign-On, pre-integrate unlimited Applications/Custom Applications per User SL. This covers Microsoft as well as third party applications.
Azure Active Directory Premium
Customer may, using Single Sign-On, pre-integrate SaaS Applications/Custom Applications. Customer may not copy or distribute any data set (or any portion of a data set) included in the Microsoft Identity Manager software that is included with a Microsoft Azure Active Directory Premium (P1 and P2) User SL.
External User Allowance
For each User SL (or equivalent Subscription License Suite) Customer assigns to a user, Customer may also permit up to five additional External Users to access the corresponding Azure Active Directory service level. This option is not available to new customers nor customers using (or who have used) the service under a Monthly Active User count. Only External Users can use the Azure Active Directory External Identities pricing based on Monthly Active User count.
Azure Arc-enabled SQL Managed Instance
- Azure Arc-enabled SQL Managed Instance licenses are not assigned to any given Server and are therefore not subject to the License Assignment and Reassignment clause.
- Licenses are billed according to the terms of the license meter. Customer must connect to Azure at least once every 30 days via direct connected mode or indirect export mode to report usage data.
- Notwithstanding the Outsourcing Software Management clause, Customer may run Azure Arc-enabled SQL Managed Instance containers on Microsoft Azure, its own devices, or devices under the day-to-day management and control of third parties.
The terms of the DPA do not apply to processing of data in Azure Arc enabled SQL Managed Instance running in an environment outside of Microsoft’s control, except to the extent any Personal Data is collected to enable Azure management services and to meter usage for billing purposes.
Azure Communication Gateway
Azure Communications Gateway is only available for use by Telecommunication Service Providers. Notwithstanding anything to the contrary in Customer’s volume licensing agreement, Microsoft has no defense obligation or liability for any infringement claim for patents alleged to be infringed by the implementation of any Standards in Azure Communications Gateway. Customer is responsible for obtaining any required licenses directly from the holders of such rights.
Azure Communication Services
Azure Communication Services ("ACS") is a developer product and an input to customers' applications. Customers are solely liable for their applications or offerings that incorporate Azure Communication Services capabilities and services.
The H.264/AVC Visual Standard notice in Notices section applies.
Recording and Transcription
It is your responsibility to ensure that the users of your application are notified when recording or transcription are enabled in a call or meeting. Microsoft will indicate to you via the Azure Communication Services API that recording or transcription has commenced and you must communicate this fact, in real time, to your users within your application's user interface.
Microsoft Teams Interoperability
Interoperability between Azure Communication Services and Microsoft Teams enables your applications and users to participate in Teams calls, meetings, and chat. In addition to existing charges in Teams for PSTN connectivity, you will be charged consumption fees in Azure Communication Services.
When Teams users join Teams meetings on the Teams clients then the call is covered by your Teams licenses. When a user makes a call using Azure Communication Services or when a Teams user makes a call with ACS calling SDK it will be charged based on Azure Communication Services fees.
License Terms Precedence
Some Azure Communication Services, including private previews and Previews, may be provided under a separate license, such as an open-source license. In the event of a conflict between these terms and any separate license, the separate license will prevail with respect to the Azure Communication Service that is the subject of such separate license. Each party reserves all rights (and no one receives any rights) not expressly granted by the foregoing licenses.
End User Information
Except in instances required by law or regulation, Microsoft does not retain information that identifies individual end users. Customer acknowledges that, should it delete or de-link end user identifying information in its possession, Microsoft shall have no responsibility to reconstitute the information.
Defense of Claims
You agree to defend, hold harmless, and indemnify Microsoft and its directors, officers, employees, affiliates, and agents from and against any and all demands, assertions, and legal proceedings brought by any third party (and all resulting judgments, settlements and expenses (including reasonable attorneys' fees and costs)) arising from a material breach of these terms by you or your subcontractors, agents, employees, or customers. This includes, without limitation, breach of the obligation to comply with applicable telemarketing laws and the U.S. Telephone Consumer Protection Act of 1991.
ACS SMS and MMS services involve an integration between Microsoft and the underlying carrier, aggregator, or operator ("Operator"). Microsoft must share application details and/or campaign information with the Operator to ensure that the program meets regulatory guidelines and standards set by operators. The Operator is the final reviewer and approver of your service application. If the details you provide on your application change, it is your responsibility to resubmit your application with up-to-date information. By submitting an application, you agree that Microsoft may share the application details as necessary for provisioning the ACS messaging service.
Customer and its end users shall comply with the Azure Communication Services Messaging Policy. The Messaging Policy applies to SMS, MMS, and email communications. Microsoft reserves the right to suspend or remove access to Azure Communication Services for Customer or its end users that do not comply with the Messaging Policy. The Messaging Policy is available at https://docs.microsoft.com/azure/communication-services/concepts/telephony-sms/messaging-policy.
Use for Development and Testing
Customer may only access and use Azure DevOps to develop and test Customer’s application(s). Only one Licensed User may access a virtual machine provided by Azure DevOps at any time.
Customer appoints Microsoft as its authorized developer with respect to Apple software included in Azure DevOps. Microsoft is responsible for complying with the terms for any such software included in Azure DevOps and will keep confidential any confidential information of Apple accessed as part of Azure DevOps.
Third Party Repository Service Access
If Customer grants Microsoft access to its third-party repository service account(s), Customer authorizes Microsoft to scan the account(s), including the contents of Customer’s public and private repositories.
Enablement of GitHub Advanced Security for Azure DevOps
In addition to a Licensed User permitting access to Azure DevOps, a customer must activate GitHub Advanced Security for Azure DevOps for each repository where the service is required, allowing Unique Committers to utilize the service.
Azure DevTest Labs
Secrets in DevTest Labs
Azure DevTest Labs automatically creates a key vault when a user saves a secret for the first time. Customer may not use this key vault to store anything other than DevTest Lab related passwords, SSH keys, or personal access tokens.
Azure Health Bot Service
Customer is solely responsible for: (1) the accuracy and adequacy of information and Data furnished through use of the Azure Health Bot Service; (2) implementing a secure application-to-application authentication method between the Customer Health Bot Application and the Azure Health Bot Service; (3) obtaining appropriate consent from end users in connection with their use of the Customer Health Bot Application; and (4) displaying appropriate warnings, disclaimers, and acknowledgements to end users in connection with their use of the Customer Health Bot Application, including, as applicable, those set forth in the following form.
Azure Kubernetes Service Edge Essentials
Use Rights and Conditions for Use
Customer may use Azure Kubernetes Service Edge Essentials (AKS EE) only on Windows and Windows Server to host, manage, and service validly licensed containers running validly licensed applications.
One (1) SL for AKS EE permits Customer to use AKS EE on one (1) physical device or virtual machine.
The NVIDIA Components in Notices apply.
Microsoft may provide pre-release features in AKS EE which are for preview purposes only and may not be used in a production environment. Such pre-release features may not work correctly or the way a final commercial version of the features will. Microsoft may change the commercial versions of such features or may not release commercial versions.
If Customer gives feedback about the pre-release features or AKS EE to Microsoft, Customer gives to Microsoft, without charge, the right to use, share and commercialize Customer feedback in any way and for any purpose. Customer will not give feedback that is subject to a license that requires Microsoft to license its software or documentation to third parties because Microsoft includes Customer feedback in them. These rights survive Customer’s volume licensing agreement.
Azure Kubernetes Service on Azure Stack HCI and Azure Kubernetes Service Runtime on Windows Server
Use Rights and Conditions for Use
Customer may use Azure Kubernetes Service on Azure Stack HCI (AKS on HCI) and Azure Kubernetes Service Runtime on Windows Server (AKS on WS) (collectively, AKS) only (i) on Azure Stack HCI (with respect to AKS on HCI) or Windows Server (with respect to AKS on WS) running on servers dedicated to Customer’s use and (ii) to host, manage, and service validly licensed containers running validly licensed applications.
Customer may use AKS as long as it is registered with Customer’s valid Azure subscription in order to enable additional AKS functionality and to meter and invoice Customer.
Included Microsoft Applications
AKS may include other Microsoft applications. These license terms apply to those included applications, if any, unless other license terms are provided with the other Microsoft applications.
Third Party Software
AKS may include third party components with separate legal notices or governed by other agreements, as may be described in the ThirdPartyNotices file(s) accompanying AKS or within AKS itself.
Customer may not work around any mandatory registration or sign-up process for AKS.
Any support for AKS is provided “as is”, “with all faults”, and without warranty of any kind.
AKS may automatically download and install updates for you. You agree to receive these automatic updates without any additional notice. Updates may not include all existing software features, services, or peripheral devices.
Azure Lab Services
While Microsoft provides Azure Lab Services to Customer, as between Customer and Microsoft, Customer is the sole provider of related services to Customer’s end users and shall have sole and exclusive responsibility to end users, including any support obligations. Customer’s end users are not a party to any agreement with Microsoft regarding the services.
Notification; Liability; Bar on Actions Against Microsoft
Customer will notify Microsoft promptly of any incidents that could have an impact on Microsoft such as a data breach, password issues, end user complaint(s), loss of user data, or intellectual property or privacy claims.
Customer acknowledges and agrees that Microsoft has no obligation or liability to Customer or any end user for the end user’s usage of the service.
By using the service, an end user may not bring any action against Microsoft in relation to the services. If any end user does bring an action against Microsoft, the Indemnification provision in this section applies.
Customer agrees to hold harmless and indemnify Microsoft from and against any claim by an end user, third party, and/or regulatory authority in connection with the service provided to end users. Customer shall pay any resulting judgment, or settlement, and all costs, including reasonable attorney’s fees, and expenses related thereto.
End User Terms
In order to provide the services to end users, Customer and Customer’s end users must validly agree to a binding, written agreement that contain the substance of the following requirements:
Compliance; Acceptable Use: Customer is solely responsible for ensuring compliance with all applicable laws, including, but not limited GDPR, with respect to Customer’s provision and end users’ use of the service. In addition, for clarity and without limiting the Acceptable Use Policy, Customer and Customer’s end users may not use Azure Lab Services to facilitate or engage in cryptocurrency mining. Violation of this prohibition may result in suspension of the service, as set forth in the Acceptable Use Policy.
Disclaimer of Warranties: Customer will disclaim any and all warranties in connection with the services, and Customer will disclaim the same with respect to Microsoft.
Limitation of Liability and Exclusion of Damages: Customer will disclaim liability and exclude damages in a way that is consistent with the provisions of any applicable agreement(s) between Customer and Microsoft.
Customer is responsible for updating the virtual machines (VMs) in Customer’s portfolio. Notwithstanding the foregoing, Microsoft may, but is not obligated to, take any action it deems reasonable in its business judgment with respect to the VMs in your portfolio, including applying any updates or other changes generally applicable to the services.
Azure Machine Learning service
Azure Machine Learning service may include NVIDIA Corporation’s CUDA Toolkit, Tesla drivers, cuDNN, DIGITS, NCCL, and TensorRT (the “NVIDIA Components”), Customer agrees that its use of NVIDIA Components is governed by the NVIDIA Cloud End User License Agreement for Compute at https://go.microsoft.com/fwlink/?linkid=874330.
Customer may not use Azure Maps to enable turn-by-turn navigation functionality in any application.
Customer may not use Azure Maps or any part thereof to create a competing database or service, or a derived database populated wholly or partially with Customer’s data and/or data supplied or created by any third party.
Customer will not use the data delivered by the Azure Maps in combination with any other third-party database, except that Customer may layer onto the data of a type not already included within the Service (such as your proprietary content) or of which Microsoft otherwise licenses.
Customer may not cache or store information delivered by the Azure Maps API including but not limited to geocodes and reverse geocodes, map data tiles and route information (the “Results”) for the purpose of scaling such Results to serve multiple users, or to circumvent any functionality in Azure Maps.
Caching and storing Results is permitted where the purpose of caching is to reduce latency times of Customer’s application. Results may not be stored for longer than: (i) the validity period indicated in returned headers; or (ii) 6 months, whichever is the shorter. Notwithstanding the foregoing, Customer may retain continual access to geocodes as long as Customer maintains an active Azure account.
Customer may not display any Results, except geocodes and/or Azure Maps Weather service results, solely as described in these Terms, on any third-party content or geographical map database.
Use of content displaying the TomTom copyright notice must be in accordance with restrictions set forth in the TomTom Licensing Third Party Product Terms and EULA (https://www.tomtom.com/en_GB/thirdpartyproductterms/).
Azure Maps uses imagery from Microsoft Bing. Use of imagery content is subject to the following:
- Bing Imagery is subject to the Bing Maps Notice in the Notices section.
- Customers may not use any means to subvert the restrictions listed above and gain access to imagery content.
User region parameter
User region parameter in Azure Maps must be used in compliance with applicable laws, including those regarding mapping, of the country where maps, images and other data and third-party content that Customer is authorized to access via Azure Maps is made available.
No warranty for accuracy
Microsoft and its suppliers make no warranty that the maps, images, data or any content delivered by Azure Maps will be accurate or complete.
Customers may not remove, obscure, mask or change any logo and/or copyright notice placed on or automatically generated by Azure Maps. In addition, customers using the Azure Maps Render V2 API must use the “Get Map Attribution service” to obtain the copyright attribution text and display it in their applications.
Customers may not use the Azure Orbital service to receive signals from or transmit signals to a satellite space station without the authorization of its operator. By subscribing to the Azure Orbital service, you represent to Microsoft that your intended operations will occur only with the satellite space-station operator’s consent.
Azure Private 5G Core
Subject to the following terms and conditions, Microsoft grants you a nonexclusive, limited, royalty-free, nontransferable right to use the Azure Private 5G Core software solely as part of an Azure Private MEC Solution. Customer agrees that it will only use Azure Private 5G Core after review by Microsoft and may be required to assent to additional terms and conditions, visit aka.ms/ap5gcvalidation.
Azure Stack HCI
Microsoft will be a controller of Personal Data when customers turn on collection of Windows diagnostic data as described in product documentation. When Microsoft is a controller, Microsoft will handle this Personal Data in accordance with the Microsoft Privacy Statement at aka.ms/privacy, and the Data Protection Addendum terms do not apply.
Use Rights and Conditions for Use
Customer may use the Azure Stack HCI software only (i) on servers dedicated to Customer’s internal use and (ii) as a host operating system to manage and service validly licensed virtual machines running validly licensed applications. Any server that is under the management or control of an entity other than Customer or one of its Affiliates is subject to the Outsourcing Software Management clause. Customer may use the Azure Stack HCI software as long as it is (i) registered with Customer’s valid Azure subscription in order to enable additional Azure Stack HCI functionality and to meter and invoice Customer and (ii) connected to Customer’s Azure subscription over the Internet at least once every thirty (30) consecutive calendar days.
Customer may not (i) work around any mandatory registration or sign-up process for Azure Stack HCI or (ii) run any applications, operating system roles, and/or other workloads directly on the Azure Stack HCI software except for (A) utilities and operating system roles and (B) virtualized machines running Azure Stack HCI, both (A) and (B) as necessary to enable Azure Stack HCI to host, manage, and service validly licensed virtual machines running validly licensed applications.
Any customer support for Azure Stack HCI that may be available from Microsoft requires that Azure Stack HCI runs on server hardware that is pre-validated and listed in the Azure Stack HCI catalog or any successor.
Azure Stack Hub
Microsoft will be a controller of Personal Data when customers turn on collection of Windows diagnostic data as described in the Product documentation. When Microsoft is a controller, Microsoft will handle this Personal Data in accordance with the Microsoft Privacy Statement at aka.ms/privacy, and the Data Protection Addendum terms do not apply.
If a Microsoft Cloud Agreement or Microsoft Customer Agreement Customer uses Azure Stack Hub software or services that are hosted by a Reseller, such use will be subject to Reseller’s privacy practices, which may differ from Microsoft’s.
Use of Azure Stack Hub
Customer may use Azure Stack Hub only on the hardware on which it is preinstalled.
Use of the Default Provider Subscription
The subscription created for the system administrator during the Azure Stack Hub deployment process (the default provider subscription) may be used solely to deploy and manage the Azure Stack Hub infrastructure; it may not be used to run any workload that does not deploy or manage Azure Stack Hub infrastructure (e.g. it may not be used to run any application workloads).
Azure Stack Hub Plan
Customer may use Microsoft Azure Stack Hub on a Licensed Server, provided it acquires a number of SLs equal to the number of Physical Cores on that Server. Licenses are reduction eligible; however, ongoing use remains subject to the requirement to retain licenses equal to the Physical Cores on the Server.
Azure SQL Edge
Any IoT Device that is under the management or control of an entity other than Customer or one of its Affiliates is subject to the Outsourcing Software Management clause.
Use of Azure SQL Edge
Customer may install and use any number of copies of the Azure SQL Edge software on an IoT Device dedicated to Customer’s use and to which a License is assigned. Notwithstanding anything to the contrary in Universal Terms for Online Services, Customer may reassign a License at any time to other IoT Devices dedicated to its use. If Customer installs any features or functionalities other than the Azure SQL Edge software (whether derived from Microsoft or third party software) on the IoT Device, then those other features or functionalities may be used only to support the IoT Program.
The terms of the DPA do not apply to Azure SQL Edge installed on Customer’s IoT Device, except to the extent any Personal Data is collected to enable Azure management services and to meter usage for billing purposes, because the operating environment of such IoT Devices is not under Microsoft’s control.
Azure SQL Managed Instance
SQL Server Fail-over Rights
Azure SQL Managed Instances include the following Fail-over entitlements:
- One geo-secondary specifically for disaster recovery purposes.
Customer will only be charged for compute, storage, and any associated services, as applicable.
Customer may also run Primary Workload and its disaster recovery replica simultaneously for brief periods of disaster recovery testing every 90 days, and around the time of a disaster, for a brief period, to assist in the transfer between them. Customer may perform the following maintenance-related operations for any permitted replica:
- Database consistency checks or Checkdb
- Executing backups
- Monitoring resource usage data
The number of vCores used may not exceed the vCore size of the corresponding Primary Workload, except for brief periods during upscaling, downscaling, and failover events. Replicas may not serve SQL Server data to users or devices or otherwise run active SQL Server workloads.
Azure SQL Server Virtual Machines
SQL Server Fail-over Rights
SQL Server Virtual Machines include the following Fail-over entitlements:
- One Fail-over OSE for any purpose, including high availability; and
- One Fail-over OSE specifically for disaster recovery purposes.
Customer will only be charged for compute, storage, and any associated services, as applicable.
Customer may also run Primary Workload and its disaster recovery Fail-over OSE simultaneously for brief periods of disaster recovery testing every 90 days, and around the time of a disaster, for a brief period, to assist in the transfer between them. Customer may perform the following maintenance-related operations for any permitted Fail-over OSE:
- Database consistency checks or Checkdb
- Executing backups
- Monitoring resource usage data
Fail-over OSEs permitted for disaster recovery must be asynchronous and manual. The number of vCores used may not exceed the vCore size of the corresponding Primary Workload. Fail-over OSEs may not serve SQL Server data to users or devices or otherwise run active SQL Server workloads.
Azure Virtual Desktop Per User Access
“End User” means a third-party individual that acquires Azure Virtual Desktop Customer Solution from Customer for End User’s own internal use (without the right to resell or redistribute it).
“Azure Virtual Desktop Customer Solution” means an application or any set of applications that adds primary and significant functionality to the Azure Virtual Desktop.
Azure Virtual Desktop per user access licenses are only available for Customer’s external commercial purposes to serve Azure Virtual Desktop Customer Solutions to third parties on Azure. Customer may not use the licenses acquired under this model for internal purposes. Customer may assign no more than one million user identities licensed under this model to its Azure Virtual Desktop session hosts.
To access Azure Virtual Desktop for internal business purposes Customer may acquire select Windows Enterprise and Microsoft 365 licenses. Please see the relevant product sections for more details.
End User Entitlements
End Users may connect to up to five Azure Virtual Desktop session hosts at once.
The General Service Terms Azure Customer Solution clause does not apply. Notwithstanding the general restrictions in Customer’s agreement that preclude reselling, redistributing, or using the Products to offer commercial hosting services to third parties, Customer may, subject to the conditions set forth below:
Combine Azure Virtual Desktop per user access licenses with applications owned or licensed by Customer or a third party to create an Azure Virtual Desktop Customer Solution solely for use on Microsoft Azure, and permit End Users to access and use Azure Virtual Desktop per user access licenses in connection with the use of that Azure Virtual Desktop Customer Solution on a rental, subscription or services basis (whether or not a fee for such use is paid).
Indemnification. Customer agrees to defend Microsoft from and against any claim by an End User, third party, and/or regulatory authority arising from, or in connection with, the Azure Virtual Desktop Customer Solution provided to End Users. Customer will pay the amount of any adverse final judgment or approved settlement resulting from a claim covered by this section. The obligations under this section are not subject to the limitation of liability or exclusion of certain damages under Customer’s volume licensing agreement.
Support. Microsoft is not obligated to provide support services to Customer or its End Users in connection with the Azure Virtual Desktop Customer Solution. Customer alone is responsible for providing technical support to End Users for all aspects and components of the Azure Virtual Desktop Customer Solution, either itself or by obtaining and continuously maintaining support for its End Users through Microsoft or a third party. Customer must inform End Users of this fact. Any support from Microsoft for questions or issues that arise as part of Customer’s support of the Azure Virtual Desktop Customer Solution must be obtained under a separate support services agreement.
END USER AGREEMENT REQUIREMENTS
- Notify each End User before or at the time of purchase (in the appropriate language versions for the locations in which Company will deliver the Azure Virtual Desktop Customer Solution) that the Azure Virtual Desktop Customer Solution contains Microsoft technology that is subject to certain license terms and that the End User must agree to the license terms before using the Product.
- Include the following acknowledgment in the credit screen or about screen and documentation of any Azure Virtual Desktop Customer Solution: "© Copyright 2021 Microsoft Corporation. All rights reserved.”
- Present and execute license terms in a manner that forms a contract binding the End User under applicable law. Such license terms must contain the substance of the requirements contained in the following exemplar:
TERMS AND CONDITIONS REGARDING USE OF MICROSOFT SOFTWARE & ONLINE SERVICES
This document governs the use of software and online services (“Software Services”) that [insert Service Provider’s name] (“Service Provider”) provides to you on a rental, subscription or services basis, and that include Microsoft software and online services (“Microsoft Products”). Service Provider does not own the Microsoft Products and the use thereof is subject to certain rights and limitations of which Service Provider must inform you. Your right to use the Microsoft Products is subject to the terms of your agreement with Service Provider, and to your understanding of, compliance with, and consent to the following terms and conditions, which Service Provider does not have authority to vary, alter, or amend.
- OWNERSHIP OF MICROSOFT PRODUCTS. The Microsoft Products are licensed to Service Provider from an affiliate of the Microsoft Corporation (collectively “Microsoft”). Microsoft Products are protected by copyright and other intellectual property rights. Microsoft Products and related elements including but not limited to any images, photographs, animations, video, audio, music, text and “applets” incorporated into the Microsoft Products are owned by Microsoft or its suppliers. You may not remove, modify or obscure any copyright trademark or other proprietary rights notices that are contained in or on the Microsoft Products. The Microsoft Products are protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Your possession, access, or use of the Microsoft Products does not transfer any ownership of the Microsoft Products or any intellectual property rights to you.
- USE OF SOFTWARE SERVICES. You may use the Software Services only in accordance with your agreement with Service Provider and these terms. These terms permanently and irrevocably supersede the terms of any Microsoft End User License Agreement that may be presented in electronic form during the installation and/or use of the Software Services.
- COPIES. You may not make any copies of the Products.
- LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION AND DISASSEMBLY. You may not reverse engineer, decompile, or disassemble the Products, except and only to the extent that applicable law, notwithstanding this limitation, expressly permits such activity.
- NO RENTAL. You may not rent, lease, lend, pledge, or directly or indirectly transfer or distribute the Products to any third party, and may not permit any third party to have access to and/or use the functionality of the Products except for the sole purpose of accessing the functionality of the Products in the form of Software Services in accordance with the terms of this agreement and any agreement between you and Service Provider.
- TERMINATION. Without prejudice to any other rights, Service Provider may terminate your rights to use the Products if you fail to comply with these terms and conditions. In the event of termination or cancellation of your agreement with Service Provider or Service Provider’s agreement with Microsoft under which the Products are licensed, you must stop using and/or accessing the Products, and destroy all copies of the Products and all of their component parts within thirty (30) days of the termination of your agreement with Service Provider.
- NO WARRANTIES, LIABILITIES OR REMEDIES BY MICROSOFT. Microsoft disclaims, to the extent permitted by applicable law, all warranties and liability for damages by Microsoft or its suppliers for any damages and remedies whether direct, indirect or consequential, arising from the Software Services. Any warranties and liabilities are provided solely by Service Provider and not by Microsoft, its affiliates or subsidiaries.
- PRODUCT SUPPORT. Any support for the Software Services is provided to you by Service Provider or a third party on Service Provider’s behalf and is not provided by Microsoft, its suppliers, affiliates or subsidiaries.
- NOT FAULT TOLERANT. The Products are not fault-tolerant and are not guaranteed to be error free or to operate uninterrupted. You must not use the Products in any application or situation where the Product(s) failure could lead to death or serious bodily injury of any person, or to severe physical or environmental damage (“High Risk Use”).
- EXPORT RESTRICTIONS. The Products are subject to U.S. export jurisdiction. You must comply with all applicable laws including the U.S. Export Administration Regulations, the International Traffic in Arms Regulations, as well as end-user, end-use and destination restrictions issued by U.S. and other governments. For additional information, see http://www.microsoft.com/exporting/.
- LIABILITY FOR BREACH. In addition to any liability you may have to the Service Provider, you agree that you will also be legally responsible directly to Microsoft for any breach of these terms and conditions.
- INFORMATION DISCLOSURE. You must permit Service Provider to disclose any information requested by Microsoft under the Service Provider’s Agreement. Microsoft will be an intended third-party beneficiary of your agreement with Service Provider, with the right to enforce provisions of your agreement with Service Provider and to verify your compliance.
Azure VMware Solution
Professional Services Data Transfer to VMware
If customer contacts Microsoft for technical support relating to Azure VMware Solution and Microsoft must engage VMware for assistance with the issue, Microsoft will transfer the Professional Services Data and the Personal Data contained in the support case to VMware. The transfer is made subject to the terms of the Support Transfer Agreement between VMware and Microsoft, which establishes Microsoft and VMware as independent processors of the Professional Services Data. Before any transfer of Professional Services Data to VMware will occur, Microsoft will obtain and record consent from customer for the transfer.
VMware Data Processing Agreement
Once Professional Services Data is transferred to VMware (pursuant to the above section), the processing of Professional Services Data, including the Personal Data contained the support case, by VMware as an independent processor will be governed by the VMware Data Processing Agreement for Microsoft AVS Customers Transferred for L3 Support (https://rc.portal.azure.com/verifyLink?href=https%3A%2F%2Fwww.vmware.com%2Fvmware-dpa-for-avs-customers.html&id=Microsoft_Azure_Marketplace). Customer also gives authorization to allow its representative(s) who request technical support for Azure VMware Solution to provide consent on its behalf to Microsoft for the transfer of the Professional Services Data to VMware.
Deployment and Usage Information
Customer authorizes Microsoft to share with VMware its status as a customer of Azure VMware Solution and associated Azure VMware Solution deployment and usage information.
Cognitive Services and Applied AI Services
For the purposes of this section, “Services” means collectively Cognitive Services and Applied AI Services.
Microsoft may provide technical documentation regarding the appropriate operation applicable to the Services (including the applicable developer guides), which is made available online by Microsoft and updated from time to time. Customer acknowledges and agrees that it has reviewed this documentation and will use the Services in accordance with such documentation, as applicable.
Some Services are intended to process Customer Data that includes Biometric Data (as may be further described in product documentation) which Customer may incorporate into its own systems used for personal identification or other purposes. Customer acknowledges and agrees that it is responsible for complying with the Biometric Data obligations contained in the Online Services DPA (https://aka.ms/DPA).
Limit on Customer use of service output
Customer will not use, and will not allow third parties to use the Services or data from the Services to create, train, or improve (directly or indirectly) a similar or competing product or service.
Limited Access Services
Certain Services (or versions thereof) require registration and are subject to limitations on access and use based on Microsoft’s eligibility and use criteria, as updated by Microsoft from time to time (“Limited Access Services”). The following Cognitive Services and Applied AI Services are Limited Access Services:
- Azure Cognitive Services Customized Text-to-Speech service
- Azure Cognitive Services Face API service
- Azure Cognitive Services Computer Vision service (Celebrity Recognition)
- Azure Cognitive Services Speaker Recognition service
- Azure Video Indexer Applied AI Service
- Azure OpenAI Service
- Azure OpenAI Service (Modified Content Filtering/Monitoring)
NOTE: In addition to the services listed here, (i) Cognitive Services and Applied AI Services preview services may be designated, in applicable preview terms, as subject to Limited Access Services terms; and (ii) certain versions of Cognitive Services and Applied AI Services, such as versions in containers, may be designated, in product documentation or otherwise, as subject to Limited Access Services terms.
Customer agrees that it will only use Limited Access Services (including when used in a Customer Solution) in accordance with the applicable product terms, product documentation, and these Limited Access Services terms; solely for the permitted uses specified in its registration form; and in accordance with any commitments and/or representations made in its Limited Access Services registration form. Customer agrees to provide current, complete, and accurate information in all registration forms and other materials provided to Microsoft pursuant to these Limited Access Service terms. Microsoft may require Customer from time to time to re-verify that all information submitted to Microsoft regarding Customer and Customer’s use of the Limited Access Services remains accurate, complete, and up to date, and that Customer is using the Limited Access Services in accordance with the information submitted and these terms. Customer agrees to respond to requests for re-verification from Microsoft within ten (10) business days of receiving a request (requests may be provided via self-certification Azure tools). If Microsoft needs additional information to assure compliance with these terms or eligibility for access to Limited Access Services, Customer agrees to reasonably cooperate with Microsoft to provide such information within thirty (30) business days of request.
Microsoft may re-assess Customer’s eligibility to access and use Limited Access Services from time to time. If Microsoft determines that Customer no longer meets Microsoft’s eligibility and use criteria for a Limited Access Service (or that Customer does not meet eligibility and use criteria for a Service that has become a Limited Access Service), Microsoft will provide Customer with 12 months’ notice before discontinuing Customer’s access to and use of that Limited Access Service, unless security, legal, or system performance considerations require an expedited discontinuation of access. This does not apply to Previews, and does not affect any other rights and remedies available to Microsoft with respect to Customer’s use of Services.
In addition to Microsoft’s right to discontinue access to and use of a Limited Access Service when Customer no longer meets Microsoft’s eligibility and use criteria (or Customer does not meet eligibility and use criteria for a Service that has become a Limited Access Service), Microsoft may suspend or terminate Customer’s access to these Limited Access Services for non-compliance with any of the terms in this section, without advance notice but only to the extent reasonably necessary under the circumstances.
Azure OpenAI Service
In addition to the Limited Access Services terms above, the following terms apply to the use of the Azure OpenAI Service.
- Product documentation. Microsoft may limit Customer's access to or use of Output Content or the Azure OpenAI Service if Microsoft has a reasonable basis to believe that the Output Content or Customer's use of the Azure OpenAI Service is inconsistent with requirements in the product documentation for the Azure OpenAI Service, as updated from time to time. "Output Content" means any data or content output to Customer by the Azure OpenAI Service.
- Acceptable uses. Microsoft may limit Customer's access to or use of Output Content or the Azure OpenAI Service if Microsoft has a reasonable basis to believe that the Output Content or Customer's use of the Azure OpenAI Service (i) violates the Acceptable Use Policy for Online Services; or (ii) is inconsistent with the information submitted in connection with Customer's Limited Access Service registration form.
- Reverse engineering. Customer may not use the Azure OpenAI Service to discover any underlying components of the models, algorithms, and systems, such as exfiltrating the weights of models.
- Extracting data. Customer may not use web scraping, web harvesting, or web data extraction methods to extract data from the Azure OpenAI Service or from Output Content.
Data Access and Use
- No use of data to train models. The Azure OpenAI Service does not use Customer Data submitted to the service or Output Content to train, retrain or improve the Azure OpenAI foundation models.
- Additional data use. Except for the Limited exception below, as part of providing the Azure OpenAI service, Microsoft will temporarily store Customer Data submitted to the service, as well as Output Content, solely for debugging and to monitor for and prevent abusive or harmful uses or outputs of the service. Authorized Microsoft employees may review such data that has triggered our automated systems to investigate and verify potential abuse. For customers who have deployed Azure OpenAI service in the European Economic Area, the authorized Microsoft employees will be located in the European Economic Area. See the Azure OpenAI product documentation https://learn.microsoft.com/azure/cognitive-services/openai/ for more information.
- Limited exception. The foregoing Additional data use terms will not apply if and to the extent Customer is approved for and complies with all requirements to use the Azure OpenAI service with Modified Content Filtering and/or Abuse Monitoring.
Intellectual Property Rights and Third Party Claims
- Intellectual Property Rights. Microsoft does not own Customer’s Output Content. Customer understands and acknowledges that generative AI systems may produce similar responses to similar prompts or queries from multiple customers, and that Customer’s rights in Output Content may not be enforceable against other users of the Azure OpenAI Service.
- Third Party Claims. Customer is responsible for responding to any third-party claims regarding Customer's use of the Azure OpenAI Service in compliance with applicable laws (including, but not limited to, copyright infringement or other claims relating to Output Content output during Customer's use of the Azure OpenAI Service).
Customized Text-to-Speech (TTS) Services and use of Synthetic Voices
Permissions: Customer represents, warrants and certifies that (i) it has explicit written permission from the voice owner(s) contained within its audio files (“Voice Talent”) to use their personal data, including his/her voice likeness to create voice model(s) (“Synthetic Voice(s)”), (ii) Customer’s agreement(s) contemplate the duration of use of the Synthetic Voice and any content limitations and (iii) Customer has shared Microsoft’s disclosure guidance for voice talent (https://aka.ms/disclosure-voice-talent) with Voice Talent directly or through Voice Talent’s authorized representative that describes how synthetic voices are developed and operate in conjunction with text to speech services. Microsoft reserves the right to require Customer to provide audio files containing acknowledgements by Voice Talent(s). Customer acknowledges and agrees that Microsoft may use this to perform speaker verification against Customer’s audio training files; however, Microsoft’s retention of audio files does not create or imply an obligation that Microsoft will perform speaker verification.
Permitted uses: In addition to compliance with the Acceptable Use Policy, the code of conduct (available at https://aka.ms/custom-neural-code-of-conduct) sets the minimum requirements that all TTS implementations must adhere to in good faith. Customer shall have the exclusive right to use the Synthetic Voice(s)s created by Customer and made available through use of the Services. Notwithstanding the foregoing or anything to the contrary in the DPA, Customer acknowledges and agrees that Microsoft may retain a copy of each Synthetic Voice created by Customer and may, but is not obligated to, use the Synthetic Voice(s) to investigate and respond to any alleged violations of the service terms. Customer agrees and grants Microsoft a limited nonexclusive irrevocable worldwide license to retain acknowledgment audio voice consent file(s)s and a copy of the Synthetic Voice(s) for the limited purposes above. Customer is required to secure and maintain all rights necessary for Microsoft to retain and use the acknowledgment audio files and Synthetic Voice(s) as described in this section without violating the rights of Voice Talent(s) or any other third party or otherwise obligating Microsoft to Customer, Voice Talent or any other third party. This paragraph will survive termination or expiration of Customer’s agreement.
Microsoft Translator Attribution
When displaying automatic translations performed by Microsoft Translator, Customer will provide reasonably prominent notice that the text has been automatically translated by Microsoft Translator.
Services in Containers
Services features that are available in containers are licensed to Customer under this agreement as Online Services, and the containers are also subject to the terms for Use of Software with the Online Service. Customer may install and use any number of containers on Customer’s hardware devices that are dedicated to Customer’s exclusive use, subject to the conditions specified below for connected and disconnected containers, respectively. For containers installed on dedicated hardware that is under the management or control of an entity other than Customer or one of its Affiliates, the Outsourcing Software Management clause of the Universal License Terms for All Software.
Microsoft may offer required and/or optional updates or supplements to the services in containers. If an update is required, Customer will update the container in accordance with the Microsoft notice requirements; failure to perform these updates may affect the container's functionality and/or the container may stop operating.
The containers include material that is confidential and proprietary to Microsoft. Customer agrees to keep that material confidential and to promptly notify Microsoft if Customer becomes aware of any possible misappropriation or misuse.
Because the operating environment of containers installed on Customer’s dedicated hardware is not under Microsoft’s control, the terms of the DPA do not apply to those containers, except to the extent a) any Personal Data is collected in connection with a billing endpoint, or b) Customer Data is provided to Microsoft for custom model training prior to download of the Service operating in the container.
Connected Containers: Connected containers are designed to connect to a billing endpoint. Customer must configure any connected containers it uses to communicate with the billing endpoint so that the billing endpoint meters all use of the container(s). In addition to the rights to install and use containers on dedicated hardware, Customer may also install and use any number of connected containers in Customer's Microsoft Azure Service accounts; all rights to install and use connected containers are subject to Customer’s enabling and maintaining metering for all such containers.
Disconnected Containers: Disconnected containers are intended for use with no online connectivity to an Azure billing endpoint. Disconnected containers are subject to the terms for Limited Access Services. Disconnected containers have limited capacity workloads and usage is measured in units. As specified in the terms for Purchasing Microsoft Azure Services, Customer must pay upfront for a commitment tier at the number of units necessary to meet Customer’s actual service usage for each license period. Customer has the rights specified above to install and use disconnected containers on dedicated hardware provided that the aggregate service usage in all Customer’s disconnected containers does not exceed the usage for which Customer has paid for the applicable license period. Disconnected container units expire at the end of the license period, and Customer must activate (or reactivate, as applicable) disconnected container units before the beginning of the next license period. If Customer fails to reactive a disconnected container prior to the expiration of the applicable license period, the disconnected container will stop operating after the license expires.
Inactive Services Configurations and Custom Models
For the purposes of data retention and deletion, a Services configuration or custom model that has been inactive may at Microsoft’s discretion be treated as an Online Service for which the Customer’s subscription has expired. A configuration or custom model is inactive if for 90 days (1) no calls are made to it; (2) it has not been modified and does not have a current key assigned to it and; (3) Customer has not signed in to it.
Defender for Cloud – Use on Devics Managed by Third-Parties
Notwithstanding the Outsourcing Software Management clause, Customer may use Defender for Cloud with workloads running on Microsoft Azure, its own devices, or devices under the day-to-day management and control of third parties.
Express Route Global Reach
Extended Use Rights for Microsoft Defender for Identity Customers
Customer may also install and use Advanced Threat Analytics locally to manage client OSEs (or Server OSEs used as client OSEs) that are used solely by users to whom licenses are assigned. This right expires when Customer’s subscription expires.
Microsoft Genomics Privacy
The Microsoft Privacy Statement located at https://aka.ms/privacy applies to Customer’s use of Microsoft Genomics, except that this Microsoft Genomics section controls to the extent it conflicts with the Microsoft Privacy Statement.
Broad License Terms
Microsoft Genomics includes access to the Genetic Analysis Toolkit (GATK) from the Broad Institute, Inc. ("Broad"). Use of the GATK and any related documentation as part of Microsoft Genomics is also subject to Broad’s GATK End User License Agreement ("Broad EULA" located here https://software.broadinstitute.org/gatk/eula/index?p=Azure).
Microsoft may collect and share with Broad certain statistical and technical information regarding Customer’s usage of the GATK. Customer authorizes Microsoft to report to Broad Customer’s status as a user of the GATK in Microsoft Genomics.
No Medical Use
Microsoft Genomics is not a medical device and outputs generated from its use are not intended to be statements of fact, nor are they to be used as a substitute for medical judgment, advice, diagnosis or treatment of any disease or condition.
Multi-Cloud Scanning Connectors for Microsoft Purview
To enable interoperability with Customer’s deployments with other cloud providers, Microsoft may operate within such other clouds certain optional, discrete data scanner functionality for Customer’s data hosted in such other clouds (the “Multi-Cloud Scanning Connectors for Microsoft Purview”). Microsoft will disclose in its documentation how Customer may enable and use the Multi-Cloud Scanning Connectors for Microsoft Purview. For clarity, the Multi-Cloud Scanning Connectors for Microsoft Purview is a separate add-on to Microsoft Purview. The Multi-Cloud Scanning Connectors for Microsoft Purview is not a Microsoft Azure Core Service and the following sections of the DPA do not apply to the Multi-Cloud Scanning Connectors for Microsoft Purview: "Educational Institutions", "CJIS Customer Agreement", "HIPAA Business", and "Appendix A - Security Measures".
With respect solely to the Multi-Cloud Scanning Connectors for Microsoft Purview, the following modifications to the DPA apply:
- Data Access: Microsoft employs least privilege access mechanisms to control access to Customer Data (including any Personal Data therein). Microsoft employs role-based access controls to ensure that Microsoft’s access to Customer Data required for service operations is for an appropriate purpose and approved with management oversight.
- Auditing Compliance: Microsoft’s commitments in the Auditing Compliance section of the DPA do not extend to third-party computers, computing environments or physical data centers used by the Multi-Cloud Scanning Connectors for Microsoft Purview.
Standard data protection terms offered by those other cloud providers govern your use of the Multi-Cloud Scanning Connectors for Microsoft Purview while the add-on is hosted in such other clouds.
Visual Studio App Center
Visual Studio App Center Test Privacy and Security Terms
The privacy statement located at https://aka.ms/actestprivacypolicy applies to Customer’s use of Visual Studio App Center Test. Customer may not use Visual Studio App Center Test to store or process Personal Data. Please refer to the Product documentation for more information.
Use for Development and Testing
Customer may only access and use Visual Studio App Center to develop and test Customer’s application(s). Only one Licensed User may access a virtual machine provided by Visual Studio App Center at any time.
Customer appoints Microsoft as its authorized developer with respect to Apple software included in Visual Studio App Center. Microsoft is responsible for complying with the terms for any such software included in Visual Studio App Center and will keep confidential any confidential information of Apple accessed as part of Visual Studio App Center.
Third Party Repository Service Access
If Customer grants Microsoft access to its third-party repository service account(s), Customer authorizes Microsoft to scan the account(s), including the contents of Customer’s public and private repositories.
Customer may acquire Add-ons subject to the following conditions:
- Customer must have active SA or an active User SL for the corresponding Qualifying Licenses
- Customer may acquire one Add-on SL for each Qualifying License(s), unless provided otherwise in these terms
- Customer may acquire add-on SLs between true-up dates in advance of the acquisition of the Qualifying Licenses
Add-ons expire upon the earlier of the expiration of the SA coverage for the Qualifying License or the Add-on SL term, unless provided otherwise in these terms. Add-ons may only be reassigned to users or devices with Qualifying Licenses.
Microsoft Azure User Plans
|Qualifying License(s)||Add-on User Subscription License(s)|
|Enterprise CAL Suite||Azure Information Protection Premium Plan 1 Add-on (User SL)|
|Advanced Threat Analytics 2016 Client Management License per User||Microsoft Defender for Identity Client Management License Add-on (User SL|
Please note these resources are provided for reference purposes only and are not considered to be part of the Product Terms. To see more versions and languages click here.
Azure Hybrid Benefit | Product Website
SQL Server on Virtual Machines | Product Website
Azure SQL Database | Product Website
Azure SQL documentation | Docs Website
Azure SQL Managed Instance | Product Website
Azure Active Directory pricing | Product Website
Azure Information Protection pricing | Product Website
Windows Server on Azure | Product Website
Microsoft Azure | Licensing Website
Microsoft Azure | Product Website
Contact Azure Sales | Product Website
Azure Reserved VM Instances (RIs) | Product Website
Azure pricing FAQ
Azure pricing calculator | Product Website
Improving how customers buy and manage Azure Services | Licensing Website
Azure pricing | Product Website
Azure products | Product Website
Azure Virtual Machine licensing FAQ
License Mobility through Software Assurance on Azure | Product Website
Get started with Azure in Open Licensing | Product Website
Azure classic subscription administrators | Docs Website
Azure subscription portal
Azure Active Directory admin center
Azure EA portal administration | Docs Website
Manage your Azure account | Product Website
Use Microsoft Azure in Visual Studio subscriptions | Docs Website
Microsoft Azure - Offers and Licensing | Microsoft Partner Network
Azure Virtual Desktop | Product Website
Azure Virtual Desktop pricing | Product Website
Azure Active Directory documentation | Docs Website
Azure Information Protection | Product Website
Azure Information Protection (AIP) documentation | Docs Website