| ee8867e15cc4f129… | At Customer’s option, Zeroth must provide reasonable assistance to transition Customer Data to an alternate service provider when Zeroth has not terminated the Agreement under Section 5.2 or 5.3 and the work is governed by a Statement of Work. | active | contextual | yes | |
| 78ba529cbd972783… | Neither party is liable to the other for damages solely because the Agreement is terminated in accordance with its terms so that lawful termination itself does not create damages claims. | active | contextual | yes | |
| 564d5f5cce2b3bc5… | Termination does not relieve either party from liability arising from any breach of the Agreement so that pre-termination or termination-related breaches remain enforceable. | active | contextual | yes | |
| 7f6100cd32aa48b5… | Upon termination of the Agreement, all Fees become immediately due and payable except where Section 5.2 on Termination for Breach provides otherwise so that payment obligations accelerate at termination subject to that exception. | active | contextual | yes | |
| ff3c83c7d35e99f0… | Upon termination of the Agreement, Customer must immediately stop using and accessing the Services so that post-termination access does not continue beyond the contractual term. | active | contextual | yes | |
| ea70dc69bfe684dc… | Except as expressly set forth in the Agreement, Customer receives no licenses or rights in any Zeroth Property or related Intellectual Property Rights so that ungranted rights are reserved. | active | contextual | yes | |
| 4287b16ab7d970db… | If Customer makes, acquires, creates, or conceives Improvements to Zeroth Property, Customer assigns to Zeroth all right, title, and interest in those Improvements, including related Intellectual Property Rights. | active | contextual | yes | |
| 7b2c1c0eded775e3… | The Agreement is not a sale and does not give Customer ownership rights in the Services, Zeroth Products, or Zeroth’s Intellectual Property Rights so that the transaction is characterized as licensed use rather than purchase. | active | contextual | yes | |
| 679b5e75dc425e95… | Customer must not assert, or cause others including Users to assert, any right, title, or interest in Zeroth Products or other portions of Zeroth’s Intellectual Property Rights so that Zeroth’s IP claims remain exclusive. | active | contextual | yes | |
| b4976f566cf74e97… | Customer may not remove any Zeroth Marks from Zeroth Property without Zeroth’s prior written consent so that Zeroth retains control over its branding on its property. | active | contextual | yes | |
| 5452d8d84f40a88b… | The Agreement grants Customer only a limited right to use the Production Solution in accordance with the Agreement, rather than any broader ownership or property interest. | active | contextual | yes | |
| 4c5c8298ed33fd28… | As between Zeroth and Customer, all right, title, and interest in Zeroth Property remain owned by Zeroth or its licensors so that the Agreement does not transfer ownership of Zeroth Property. | active | contextual | yes | |
| fa793bb582524f90… | Zeroth reserves the right to monitor Customer’s use of the Services and collected data, including reviewing Customer Data as necessary, to ensure compliance with Applicable Law and the Agreement. | active | contextual | yes | |
| b022e0f9d6974876… | During the Term, Customer grants Zeroth a non-exclusive, non-transferable, non-assignable except as stated, worldwide, royalty-free, fully paid license to access and use Customer Data for service delivery, service improvement, and Aggregated Data creation. | active | contextual | yes | |
| 756f5cb16e719df9… | Customer acknowledges that Transition Services are optional Professional Services and are subject to additional Fees so that migration assistance is not included in the base Services without extra charge. | active | contextual | yes | |
| c2b6d54539230e92… | Transition Services are defined as Zeroth’s reasonable assistance in transitioning Customer Data to an alternate service provider so that the migration support offering is specifically identified in the Agreement. | active | contextual | yes | |
| d1acf46f1f8c17c6… | At Customer’s option, Zeroth must provide reasonable assistance to transition Customer Data to an alternate service provider when Zeroth has not terminated under Section 5.2 or 5.3 and the parties execute a Statement of Work. | active | contextual | yes | |
| fefa9139c1c6c802… | Termination does not relieve either party of liability for breaches arising under the Agreement so that pre-termination or termination-related breaches remain actionable. | active | contextual | yes | |
| cee762e143a465e1… | Upon termination, each party must destroy or return the other party’s Confidential Information so that confidential materials are not retained after the relationship ends. | active | contextual | yes | |
| cb8de1d39084da77… | Except as expressly set forth in the Agreement, Customer receives no licenses or rights in any Zeroth Property or related Intellectual Property Rights so that ungranted rights are fully reserved. | active | contextual | yes | |
| ec058ec049f5f877… | If Customer makes, acquires, creates, or conceives Improvements to Zeroth Property, Customer assigns to Zeroth all right, title, and interest in those Improvements, including all related Intellectual Property Rights. | active | contextual | yes | |
| eaf813a65b00a344… | The Agreement is not a sale and does not give Customer ownership rights in the Services, Zeroth Products, or Zeroth’s Intellectual Property Rights so that Customer receives use rights rather than title. | active | contextual | yes | |
| cb9b79f85fc1d49a… | Customer must not assert, or cause others including Users to assert, any right, title, or interest in Zeroth Products or other portions of Zeroth’s Intellectual Property Rights so that Zeroth’s ownership claims are not challenged. | active | contextual | yes | |
| 6273cca276d81cc0… | Customer may not remove any Zeroth Marks from Zeroth Property without Zeroth’s prior written consent so that branding and proprietary notices remain intact unless authorized. | active | contextual | yes | |
| fcd13b6deaeff94d… | As between Zeroth and Customer, all right, title, and interest in Zeroth Property remain owned by Zeroth or its licensors, and the Agreement conveys only a limited right to use the Production Solution under the Agreement. | active | contextual | yes | |
| d8b10b7bfd60d4be… | Zeroth reserves the right to monitor Customer’s use of the Services and related collected data, including reviewing Customer Data as necessary, to ensure compliance with Applicable Law and the Agreement. | active | contextual | yes | |
| fcb2b341df555ee7… | Customer is solely responsible for the legality, reliability, integrity, accuracy, and quality of Customer Data and must ensure, to the extent within its control, that Customer Data complies with all Applicable Laws. | active | contextual | yes | |
| 67f15beb8f5d646e… | During the Term, Customer grants Zeroth a non-exclusive, non-transferable, non-assignable except as specified, worldwide, royalty-free, fully paid license to access and use Customer Data for service delivery, service improvement, and creation of Aggregated Data. | active | contextual | yes | |
| 08a74a7edb119ff3… | As between Customer and Zeroth, Customer owns all Customer Data and Customer Marks so that ownership of those assets remains with Customer. | active | contextual | yes | |
| 98dcbaef639542a5… | Transition Services are optional Professional Services subject to additional Fees so that Customer must separately elect and pay for them. | active | contextual | yes | |
| 617204fa05fc0518… | At Customer’s option, Zeroth must provide reasonable assistance to transition Customer Data to an alternate service provider when Zeroth has not terminated under Section 5.2 or 5.3 and the work is governed by a Statement of Work. | active | contextual | yes | |
| 0038008c8b2357f1… | Neither party is liable to the other for damages solely because the Agreement is terminated in accordance with its terms so that proper termination itself does not create damages claims. | active | contextual | yes | |
| 2c22c0d5383750a3… | Termination does not relieve either party of liability for breaches arising under the Agreement so that pre-termination or termination-related breaches remain enforceable. | active | contextual | yes | |
| 47c06f659950ac92… | Upon termination of the Agreement, each party must destroy or return the other party’s Confidential Information so that confidential materials are not retained after the relationship ends. | active | contextual | yes | |
| 6c584a61f69a5810… | After expiration or termination, Zeroth must make Customer Data available for Customer access for thirty days, after which Zeroth has no obligation to maintain or provide it and may delete it unless legally prohibited. | active | contextual | yes | |
| 0ac14f2c8643ad60… | Upon termination of the Agreement, all Fees become immediately due and payable except where Section 5.2 on Termination for Breach provides otherwise so that payment obligations accelerate at termination. | active | contextual | yes | |
| 156aec2712aa74f3… | Upon termination of the Agreement, Customer must immediately stop using and accessing the Services so that post-termination access ends at once. | active | contextual | yes | |
| 537d33b54704bf29… | Termination does not relieve either party of liability arising from any breach of the Agreement, so that accrued breach-related obligations survive the end of the contract. | active | contextual | yes | |
| 4b9c9f884c318a9b… | Upon termination, each party must destroy or return the other party’s Confidential Information, so that confidential materials are not retained after the contractual relationship ends. | active | contextual | yes | |
| 93ce25d506780d34… | After expiration or termination, Zeroth must make Customer Data available for Customer access for 30 days, after which Zeroth has no obligation to maintain or provide it and may delete it unless legally prohibited, so that post-termination data access is time-limited. | active | contextual | yes | |
| ac70ffc5d9fa00a1… | Upon termination, all Fees become immediately due and payable except as provided in Section 5.2 for Termination for Breach, so that outstanding payment obligations accelerate unless the breach-refund exception applies. | active | contextual | yes | |
| 02ad2d1c68b6ab3a… | Upon termination of the Agreement, Customer must immediately stop all use of and access to the Services, so that post-termination service usage ends at once. | active | contextual | yes | |
| 160eef8bb242bce5… | Either party may terminate the Agreement and all Orders if a party makes an assignment for the benefit of all or substantially all creditors, so that broad creditor-benefit assignments constitute an insolvency termination event. | active | contextual | yes | |
| 48306329af5fba4e… | Either party may terminate the Agreement and all Orders if a party is subject to dissolution, liquidation, insolvency, or receiver or trustee proceedings affecting all or a substantial part of its assets, so that major formal distress proceedings trigger termination rights. | active | contextual | yes | |
| 7fa98d9067694642… | Either party may terminate the Agreement and all Orders if a party becomes or is declared insolvent or cannot pay debts when due, so that financial inability to meet obligations creates a termination right. | active | contextual | yes | |
| 2c1a371ecb302132… | Either party may terminate the Agreement and all Orders if an insolvency petition is filed against a party and is not dismissed within 30 days, or if that party notifies the other that such a petition will be filed, so that impending or sustained insolvency proceedings permit termination. | active | contextual | yes | |
| dc1d21a9e9467ea8… | Either party may terminate the Agreement and all Orders on a specified notice date if a party files a petition under the U.S. Bankruptcy Code or a similar insolvency law, so that voluntary insolvency filings trigger termination rights. | active | contextual | yes | |
| f0e7b1b02cdbe60d… | Zeroth must provide a pro-rata refund of prepaid Fees for Services not received when Customer terminates due to Zeroth’s uncured material breach under Section 5.2, so that Customer recovers prepaid amounts for undelivered Services. | active | contextual | yes | |
| 0de2f8fc65dfece1… | Either party may terminate the Agreement or any Order by written notice if the other party materially breaches it and fails to cure a curable breach within 30 days after receiving written notice, so that uncured material default permits termination. | active | contextual | yes | |
| 5bdaac0a5bbc38e6… | Either party may terminate the Agreement at any time by written notice when no Orders are active at the time of notice, so that the parties can end the master agreement once no live Order remains. | active | contextual | yes | |