Terms of Service

These Terms of Service form a legally binding agreement between you, the entity you represent (the Customer, MSP, or you), and Avvi AI LLC (Avvi, we, our). By accessing or using the Services, you confirm that you have the authority to bind your organization to these Terms and that your organization agrees to them.

1. Acceptance of terms

By registering for, accessing, or using the Avvi AI platform (the Services), you agree to be bound by these Terms, our Privacy Policy, and any additional terms presented during onboarding. If you do not agree, you must not use the Services.

These Terms apply to MSP organizations that subscribe to Avvi, administrators and users authorized by those MSPs, and end users of client tenants whose Microsoft 365 environments are managed through Avvi with appropriate MSP authorization.

2. Description of services

Avvi provides an AI powered Microsoft 365 management platform that enables MSPs to manage their clients’ Microsoft 365 environments through natural language AI interactions. Features include but are not limited to:

• Email forwarding configuration and mailbox delegation management
• Send as and send on behalf of permission management
• Quarantine email review and release, including self service and MSP approval workflows
• User account lifecycle management, including creation, enablement, disablement, and offboarding
• License assignment and removal
• Entra ID group and distribution list management
• Password reset, MSP-admin MFA management, and session revocation
• Microsoft Teams integration for AI chat access
• A required Yes or No confirmation before every action and comprehensive audit logging

Avvi reserves the right to modify, add, or discontinue features with reasonable notice.

3. Eligibility and account registration

• You must be at least 18 years old and have legal authority to enter into contracts on behalf of your organization
• MSP organizations must have valid Granular Delegated Admin Privileges (GDAP) relationships with any client tenants they manage through Avvi
• You are responsible for maintaining the confidentiality of your credentials and all activity under your account
• You must provide accurate registration information and promptly update it if it changes
• One MSP organization account may manage multiple client tenants, and each client tenant’s data remains strictly isolated

4. Microsoft platform compliance

Avvi operates as a multi tenant application registered with the Microsoft identity platform. By using Avvi, you acknowledge and agree that:

• Your use of Avvi is subject to Microsoft’s applicable terms, including the Microsoft Services Agreement and the Microsoft Product Terms
• Avvi accesses your Microsoft 365 tenant only with explicit administrator consent granted through Microsoft Entra ID’s standard OAuth 2.0 consent flow
• You are responsible for ensuring that your use of Avvi complies with your organization’s Microsoft licensing agreements
• Avvi uses the Microsoft Graph API and Exchange Online APIs in accordance with Microsoft’s API usage policies

5. MSP responsibilities and client tenant relationships

5.1 MSP obligations and shared responsibilities

• MSPs are responsible for obtaining the authorizations required to connect and manage their client tenants through Avvi
• MSPs must maintain the applicable GDAP relationships and configure the permissions they enable for their users
• MSPs must promptly offboard client tenants from Avvi when the MSP and client relationship ends
• MSPs remain responsible for their client communications, client-environment configuration, and any security or continuity obligations they have agreed with clients

5.2 Data Processing Addendum

Where Avvi processes personal data on behalf of a Customer, the Data Processing Addendum applies to that processing and forms part of the applicable Agreement. The Privacy Policy describes processing practices but is not, by itself, a Data Processing Addendum.

6. Acceptable use policy

You agree to use the Services only for lawful purposes and in accordance with these Terms. You must not:

• Use Avvi to access or manage Microsoft 365 tenants without valid, current authorization from the tenant owner
• Attempt to circumvent, bypass, or exploit Avvi’s tenant isolation or security controls
• Use the AI chat interface to generate harmful, deceptive, or illegal content
• Reverse engineer, decompile, or attempt to extract source code from the Services
• Probe, scan, or test the vulnerability of the Services without prior written consent
• Introduce malware, viruses, or other malicious code into the platform
• Use the Services to violate applicable data protection, privacy, or computer fraud laws
• Exceed reasonable API usage limits or deliberately degrade platform performance for other users
• Share access credentials with unauthorized individuals
• Misrepresent your identity, organizational affiliation, or authorization level

Violation of this policy may result in immediate suspension or termination of your account.

7. Data ownership and intellectual property

7.1 Your data

You retain all ownership rights to your data, your clients’ data, and any data sourced from Microsoft 365 environments. Avvi claims no ownership over your data and uses it solely to provide the Services as described in these Terms and the Privacy Policy.

7.2 Avvi intellectual property

All rights, title, and interest in and to the Services, including the platform software, AI models, interfaces, documentation, and trade secrets, remain the exclusive property of Avvi AI LLC. These Terms do not grant you any rights to Avvi’s intellectual property except a limited, non exclusive, non transferable license to use the Services during your subscription term.

7.3 AI training and platform learning

Avvi does not use your data or your clients’ data to train, fine tune, or improve third party AI models. Data processing agreements with AI providers explicitly prohibit such use.

Avvi may use anonymized, aggregated interaction patterns, stripped of all personally identifiable information, tenant specific terminology, and client identifiers, to improve Avvi’s own platform wide AI assistance capabilities. This process is described in detail in Section 6.1 of our Privacy Policy. No raw customer data is shared across tenants. You may opt out of contributing to platform wide learning by contacting info@avvi.cloud.

8. Fees, plans, and payment

• Subscription fees and plan allowances are specified on the applicable order form, subscription agreement, or published pricing page
• Fees are billed in advance on a monthly or annual basis as agreed
• All fees are non refundable except as expressly stated in a separate agreement or required by law
• Avvi may change pricing, impose usage limitations, or introduce usage fees only with advance written notice
• Failure to pay may result in suspension of Services after reasonable notice

9. Service availability, incidents, and support

Avvi targets high availability but does not guarantee uninterrupted service. Scheduled maintenance, Microsoft API changes, third-party service dependencies, or force majeure events may cause downtime. Support is provided through the channels specified in your subscription agreement.

Security incident notification, service-continuity commitments, recovery expectations, and any service levels apply only where expressly stated in the applicable subscription agreement or order form. These Terms do not create a universal uptime, recovery-time, recovery-point, or incident-notification commitment.

10. Confidentiality

Each party agrees to keep the other party’s Confidential Information, including platform features, pricing, client data, and technical details, strictly confidential and to use it only as necessary to fulfill obligations under these Terms. This obligation survives termination for 5 years, except for trade secrets which are protected indefinitely.

11. Disclaimer of warranties

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON INFRINGEMENT, OR ACCURACY.

Avvi does not warrant that the Services will be error free, uninterrupted, or that AI generated outputs will be accurate, complete, or appropriate for any particular purpose. AI responses are advisory in nature and must be reviewed by qualified personnel before acting on them.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

AVVI’S TOTAL CUMULATIVE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO AVVI IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

IN NO EVENT SHALL AVVI BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, EVEN IF AVVI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

AVVI IS NOT LIABLE FOR ANY DAMAGES RESULTING FROM ACTIONS TAKEN BY AUTHORIZED USERS THROUGH THE PLATFORM, INCORRECT CONFIGURATIONS IN MICROSOFT 365 ENVIRONMENTS, OR MICROSOFT SERVICE OUTAGES OR API CHANGES.

Some jurisdictions do not allow certain liability exclusions. In such cases, liability is limited to the fullest extent permitted by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless Avvi AI LLC and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising from: (a) your use of the Services in violation of these Terms, (b) your violation of applicable law or third party rights, (c) any actions performed through your account, or (d) your failure to obtain required authorizations from client tenants before connecting them to Avvi.

14. Term and termination

• These Terms remain in effect for the duration of your subscription and any renewals
• Either party may terminate for convenience with 30 days’ written notice
• Either party may terminate immediately for material breach that is not cured within 14 days of written notice
• Avvi may suspend or terminate your account immediately for violations of the Acceptable Use Policy, non payment, or actions that pose a security risk
• Upon termination, your right to access the Services ceases, and Avvi will delete your data in accordance with our data retention policy and Privacy Policy
• Sections 7, 10, 11, 12, 13, 15, and 16 survive termination

15. Governing law and dispute resolution

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict of law principles. Any disputes shall first be submitted to good faith mediation. If unresolved within 60 days, disputes shall be resolved by binding arbitration under the rules of the American Arbitration Association in a mutually agreed location. Class action and jury trial rights are waived to the fullest extent permitted by law.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual property or confidential information.

16. General provisions

• Entire agreement: These Terms, the Privacy Policy, and any applicable order forms constitute the entire agreement between the parties and supersede all prior agreements
• Amendments: Avvi may update these Terms with 14 days’ written notice, and continued use after the effective date constitutes acceptance
• Severability: If any provision is found unenforceable, the remaining provisions remain in full effect
• No waiver: Failure to enforce any provision does not constitute a waiver of future enforcement rights
• Assignment: You may not assign these Terms without Avvi’s prior written consent. Avvi may assign them in connection with a merger or acquisition
• Force majeure: Neither party is liable for delays caused by circumstances beyond their reasonable control, including Microsoft service outages or third party AI provider unavailability
• Notices: Legal notices must be in writing and sent to info@avvi.cloud

17. Contact us

Avvi AI LLC, Legal and Compliance
Email: info@avvi.cloud
Website: avvi.cloud