PolyOpt AI, Inc. – Terms & Conditions of Licenses and Services
Version: 1.0 | Effective Date: March 4th, 2026
These Terms & Conditions (“Terms”) govern the licensing, access, and use of software products, solutions, and professional services provided by PolyOpt AI, Inc., a Delaware corporation (“PolyOpt AI”, “we”, “us”, or “our”). By purchasing, accessing, or using our offerings — whether directly or through Microsoft AppSource, Azure Marketplace, or any other Microsoft‑operated marketplace (“Microsoft Marketplace”)—you (“Customer”) agree to be bound by these Terms.
If Customer does not agree to these Terms, Customer must not access or use the Offerings.
1. Definitions
“Offerings” means PolyOpt AI’s software products, Power Platform solutions, Azure AI–based services, connectors, templates, packaged IP, and professional services.
“Marketplace Transaction” means any purchase, subscription, or renewal processed by Microsoft through AppSource, Azure Marketplace, or related commerce systems.
“License” means the limited rights granted to Customer to use the Offerings under these Terms.
“Customer Data” means all data, content, or materials submitted, stored, or processed by Customer through the Offerings.
“Documentation” means user guides, technical specifications, and usage instructions provided by PolyOpt AI.
“Professional Services” means consulting, implementation, customization, integration, or advisory services provided by PolyOpt AI.
2. Marketplace Transactions and Billing
2.1 Microsoft as Transaction Processor
All Marketplace Transactions are processed by Microsoft. Microsoft collects payment from Customer, deducts its fees, and remits the remainder to PolyOpt AI. Customer’s billing relationship for Marketplace Transactions is with Microsoft.
2.2 Pricing and Renewals
Pricing, billing frequency, and renewal terms displayed in the Microsoft Marketplace listing apply. Microsoft may manage renewals automatically unless Customer disables auto‑renewal.
2.3 Refunds
Refunds, cancellations, and billing disputes for Marketplace Transactions are governed by Microsoft’s policies. PolyOpt AI does not issue refunds for Marketplace Transactions.
3. License Grant
3.1 License
Upon valid purchase, PolyOpt AI grants Customer a non‑exclusive, non‑transferable, limited License to access and use the Offerings solely for Customer’s internal business purposes and in accordance with these Terms and the Documentation.
3.2 Restrictions
Customer must not:
- reverse engineer, decompile, or attempt to derive source code;
- resell, sublicense, or distribute the Offerings except as expressly permitted;
- use the Offerings to build competing products;
- remove proprietary notices;
- use the Offerings in violation of applicable laws or Microsoft policies.
3.3 Third‑Party Components
Some Offerings rely on Microsoft Power Platform, Azure AI services, or other Microsoft cloud components. Customer must maintain valid Microsoft licenses and comply with Microsoft’s terms.
4. Customer Responsibilities
4.1 Account Management
Customer is responsible for maintaining the confidentiality of account credentials and for all activities that occur under its accounts.
4.2 Configuration and Use
Customer is responsible for:
- ensuring accuracy and legality of Customer Data;
- maintaining required Microsoft licenses, subscriptions, and environments;
- configuring and securing its own Power Platform and Azure resources;
- ensuring compliance with internal policies and regulatory requirements.
PolyOpt AI is not responsible for Customer’s misconfiguration of Microsoft services.
5. Data Usage and Privacy
5.1 Customer Data Ownership
Customer retains all rights to Customer Data. PolyOpt AI does not claim ownership.
5.2 Data Processing
PolyOpt AI processes Customer Data only to provide the Offerings, improve functionality, and ensure security. Data processing may occur within Microsoft cloud environments.
5.3 AI and Machine Learning
Some Offerings use Azure AI services. Customer acknowledges that:
- AI outputs may vary;
- Customer is responsible for validating outputs before relying on them;
- PolyOpt AI does not use Customer Data to train proprietary models unless explicitly agreed.
5.4 Confidentiality
Each party must protect the other’s confidential information using reasonable safeguards.
6. Professional Services
6.1 Scope
Professional Services are provided under separate Statements of Work (“SOWs”) or written agreements.
6.2 Deliverables
Unless otherwise stated, PolyOpt AI retains ownership of methodologies, templates, accelerators, and reusable IP. Customer receives a License to use deliverables for internal business purposes.
6.3 Customer Obligations
Customer must provide timely access to environments, stakeholders, and information required for service delivery.
6.4 Acceptance
Deliverables are deemed accepted upon the earlier of:
- Customer’s written acceptance, or
- 10 business days after delivery without written notice of material defects.
7. Support and Service Levels
7.1 Support
Support terms are defined in the Marketplace listing or in a separate support agreement.
7.2 Availability
Offerings hosted within Customer’s Microsoft tenant rely on Microsoft’s service availability. PolyOpt AI is not responsible for outages or degradation caused by Microsoft services.
8. Intellectual Property
8.1 Ownership
PolyOpt AI retains all rights, title, and interest in the Offerings, including enhancements, updates, and derivative works.
8.2 Feedback
Customer grants PolyOpt AI a perpetual, royalty‑free license to use feedback for product improvement.
9. Warranties and Disclaimers
9.1 Limited Warranty
PolyOpt AI warrants that the Offerings will materially conform to the Documentation.
9.2 Exclusions
PolyOpt AI does not warrant that:
- the Offerings will be error‑free or uninterrupted;
- AI‑generated outputs will be accurate or suitable for any purpose;
- integrations with third‑party systems will remain compatible.
9.3 Disclaimer
Except as expressly stated, the Offerings are provided “AS IS” without warranties of any kind.
10. Limitation of Liability
10.1 No Liability for Certain Damages
To the maximum extent permitted by law:
- PolyOpt AI’s total liability is limited to the amount paid by Customer for the Offering during the 12 months preceding the claim;
- PolyOpt AI is not liable for indirect, incidental, consequential, or punitive damages;
- PolyOpt AI is not liable for issues arising from Microsoft services, Customer configurations, or third‑party dependencies.
11. Term and Termination
11.1 Term
These Terms remain in effect as long as Customer uses the Offerings.
11.2 Termination for Cause
Either party may terminate for material breach not cured within 30 days.
11.3 Effect of Termination
Upon termination:
- Customer must cease using the Offerings;
- Licenses immediately expire;
- No refunds are provided unless required by law.
12. Compliance and Export Controls
Customer must comply with all applicable laws, including U.S. export regulations, data protection laws, and Microsoft’s Acceptable Use Policies.
13. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Delaware, without regard to conflict‑of‑law principles. Any disputes must be resolved in the state or federal courts located in Delaware.
14. Modifications
PolyOpt AI may update these Terms from time to time. Updated Terms become effective upon publication. Continued use of the Offerings constitutes acceptance.
15. Contact Information
PolyOpt AI, Inc.
1111B S Governors Ave
STE 28168
Dover, DE 19904
+1 (445) 276-5967