Schedule A: Definitions

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The following definitions shall apply to this Agreement:

  • Access Credentials: the username, password, private keys, certificates, account details and similar credentials as may be issued to the Authorised Users (whether by the Service Provider or a third party (subcontractor)), enabling access to the Services.
  • Authorised Users: employees of the Customer (any third parties being subject to the Service Provider’s prior written consent (pursuant to an Order or otherwise)) who are authorised by the Customer to access and use the Services for the Customer’s internal business operations.
  • Charges: the fees payable by the Customer pursuant to the Agreement as consideration for the Services, as specified in the individual Orders.
  • Customer Data: the data transmitted to, uploaded onto or stored on the Managed Infrastructure by the Authorised Users in using the Services.
  • Data Processing Agreement: the data processing agreement available at https://xyzt.ai/pages/data-pro...
  • Documentation: the documentation made available to the Customer by the Service Provider from time to time (in a format and through means of the Service Provider’s choice), which documentation sets out a description of the Services and the user instructions for the Services. The Documentation is available at https://docs.platform-xyzt.ai/.
  • Intellectual Property Rights: patents, trademarks, service marks, trade secrets, copyright, design rights, know-how, rights in Confidential Information, trade and business names, domain names, database rights and any other intellectual or industrial property or similar rights throughout the world, including applications for and the right to apply for, maintain and enforce protection in respect of any of the preceding items.
  • Managed Infrastructure: the hardware and software components (including hardware, software (including the Software), servers, networks and technology installed within the hosted environment) through which the Services are provided, excluding any hardware, software or telecommunication networks outside of the scope of the Service Provider’s span of control (such as, but not limited to, the software or hardware the Customer requires to remotely access the Services, the internet and the telecommunications networks used by the Customer to connect to the Managed Infrastructure).
  • Order: an order entered into between the Parties and governed by the terms of the Agreement (the terms of which are incorporated into the Order by reference), signed by the Parties’ duly authorised representatives, specifying (among others) the Term and Charges.
  • Services: the services as described in the Documentation.
  • Software: the Service Provider proprietary software underlying the Services, as further described in the Documentation.
  • System(s): the hardware, software, operating system and operating infrastructure or networks set up or used by the Customer to use the Services. The System requirements as at the Effective Date are described in the Documentation.
  • Term: the term of an Order (Initial Term and Renewal Term (as per Article 10) combined).
  • Virus: viruses, worms or similar harmful code.