Master Service Agreement

Изменено

• Изменено: Было Last updated: August 4 , 2026 Стало Last updated: September 30 , 2026
• Изменено: Было “**BAA**” means W&B’s Business Associate Agreement available at: https://wandb.ai/site/baa . Стало “**BAA**” means W&B’s Business Associate Agreement available at: https://wandb.ai/site/baa (or successor site)
• Изменено: Было “**Confidential Information**” means any information of a confidential or proprietary nature provided by a party to the other party, which includes any information that should be reasonably understood as confidential under the circumstances, including the terms of this Agreement and each Order Form, and, with respect to W&B, includes the W&B Assets, Beta Features, and any information of a confidential or proprietary nature relating to W&B’s Affiliates. Confidential Information does not include information that: (A) is or becomes public knowledge without any action by, or involvement of, the party to which the Confidential Information is disclosed; (B) is documented as being known to the Receiving Party prior to its disclosure by the Disclosing Party; (C) is independently developed by Receiving Party without reference or access to the Confidential Information of the Disclosing Party and is so documented; or (D) is obtained by Receiving Party without restrictions on use or disclosure from a third party. Стало “**Confidential Information**” means any information of a confidential or proprietary nature provided by a party or its Affiliates to the other party or its Affiliates , which includes any information that should be reasonably understood as confidential under the circumstances, including the terms of this Agreement and each Order Form, and, with respect to W&B, includes the W&B Assets, Beta Features, and any information of a confidential or proprietary nature relating to W&B’s Affiliates. Confidential Information does not include information that: (A) is or becomes public knowledge without any action by, or involvement of, the party to which the Confidential Information is disclosed; (B) is documented as being known to the Receiving Party prior to its disclosure by the Disclosing Party; (C) is independently developed by Receiving Party without reference or access to the Confidential Information of the Disclosing Party and is so documented; or (D) is obtained by Receiving Party without restrictions on use or disclosure from a third party.
• Изменено: Было “**Documentation**” means the documentation related to the Software or Service located at: https://docs.wandb.ai /. Стало “**Documentation**” means the documentation related to the Software or Service located at: https://docs.wandb.ai / (or successor site)

• Изменено: Было “**DPA**” means W&B’s Data Processing Addendum located at: https://wandb.ai/site/dpa . Стало “**DPA**” means W&B’s Data Processing Addendum located at: https://wandb.ai/site/dpa (or successor site)
• Изменено: Было “**Service Level Agreement**” or “**SLA**” means W&B’s service level agreement located at: https://wandb.ai/site/service-level-agreement . Стало “**Service Level Agreement**” or “**SLA**” means W&B’s service level agreement located at: https://wandb.ai/site/service-level-agreement (or successor site)
• Изменено: Было “**Support**” means support for the Software or Service as described in the Support Policy located at: https://wandb.ai/site/support-policy . Стало “**Support**” means support for the Software or Service as described in the Support Policy located at: https://wandb.ai/site/support-policy (or successor site)
• Изменено: Было W&B Multi-Tenant Public Cloud & W&B Dedicated Cloud*. For W&B Multi-Tenant Public Cloud and W&B Dedicated Cloud Deployments, Customer may access and use the Service in accordance with the Documentation for Customer’s internal business purposes during the Subscription Term, subject to this Agreement. Стало W&B Multi-Tenant Public Cloud & W&B Dedicated Cloud*. For W&B Multi-Tenant Public Cloud and W&B Dedicated Cloud Deployments, Customer may access and use the Service in accordance with the Documentation for Customer’s internal business purposes during the Subscription Term, subject to this Agreement and any product-specific terms located at wandb . ai/site/product-terms/ (or successor site).
• Изменено: Было *Customer Managed Single-Tenant Cloud & Customer Managed On-Premise*. For Customer Managed Single-Tenant Cloud and Customer Managed On-Premise Deployments, W&B grants Customer a limited, non-exclusive, non-sublicensable, non-transferable (except as otherwise provided herein) license during the Subscription Term to download, install and use the Software in the Customer Environment in accordance with the Documentation for Customer’s internal business purposes, subject to this Agreement. Стало *Customer Managed Single-Tenant Cloud & Customer Managed On-Premise*. For Customer Managed Single-Tenant Cloud and Customer Managed On-Premise Deployments, W&B grants Customer a limited, non-exclusive, non-sublicensable, non-transferable (except as otherwise provided herein) license during the Subscription Term to download, install and use the Software in the Customer Environment in accordance with the Documentation for Customer’s internal business purposes, subject to this Agreement and any product-specific terms located at wandb . ai/site/product-terms/ (or successor site).
• Изменено: Было *Trial Period*. W&B may offer optional Trials. Subject to the terms of this Agreement and Order Form (if applicable), Customer will have the right to use the Trial for internal evaluation purposes during the period designated by W&B, or for 30 days (if not otherwise designated) (“**Trial Period**”). Either party may terminate the Trial Period at any time for any reason. Notwithstanding anything to the contrary in this Agreement or any Order Form, any Trials will be governed by W&B’s online MSA terms available at: https://wandb.ai/site/terms . Стало *Trial Period*. W&B may offer optional Trials. Subject to the terms of this Agreement and Order Form (if applicable), Customer will have the right to use the Trial for internal evaluation purposes during the period designated by W&B, or for 30 days (if not otherwise designated) (“**Trial Period**”). Either party may terminate the Trial Period at any time for any reason. Notwithstanding anything to the contrary in this Agreement or any Order Form, any Trials will be governed by W&B’s online MSA terms available at: https://wandb.ai/site/terms (or successor site).
• Изменено: Было *Free Use*. W&B may offer the W&B Assets free of charge subject to the limitations set forth on W&B’s pricing page located at: https://wandb.ai/site/pricing . With respect to academic use (“**Academic License**”), employees and students of accredited educational institutions may use the W&B Assets free of charge for coursework, teaching, academic research or non-professional use. The Academic License cannot be used for commercial purposes, government research or consulting for any commercial, governmental or nonprofit organization. Customer will provide proof of enrollment or employment upon request. If any Customer exceeds the limits set forth in their applicable plan, or uses the Academic License for commercial purposes, as determined by W&B in its sole discretion, W&B will bill Customer at W&B’s then-current standard prices. Customer’s use of the W&B Assets will comply with W&B’s Website Terms of Use, located at https://site.wandb.ai/website-terms-of-use . W&B reserves the right to modify, discontinue, suspend or terminate any free subscription plans at any time in its sole discretion, without prior notice to Customer. W&B may use Customer Data from free and academic customers for testing and development purposes. Стало *Free Use*. W&B may offer the W&B Assets free of charge subject to the limitations set forth on W&B’s pricing page located at: https://wandb.ai/site/pricing (or successor site). With respect to academic use (“**Academic License**”), employees and students of accredited educational institutions may use the W&B Assets free of charge for coursework, teaching, academic research or non-professional use. The Academic License cannot be used for commercial purposes, government research or consulting for any commercial, governmental or nonprofit organization. Customer will provide proof of enrollment or employment upon request. If any Customer exceeds the limits set forth in their applicable plan, or uses the Academic License for commercial purposes, as determined by W&B in its sole discretion, W&B will bill Customer at W&B’s then-current standard prices. Customer’s use of the W&B Assets will comply with W&B’s Website Terms of Use, located at https://site.wandb.ai/website-terms-of-use (or successor site). W&B reserves the right to modify, discontinue, suspend or terminate any free subscription plans at any time in its sole discretion, without prior notice to Customer. W&B may use Customer Data from free and academic customers for testing and development purposes.
• Изменено: Было *Marketing & Logo Rights*. Customer consents to W&B ‘s use of Customer’s name and logos in marketing materials, public announcements, investor communications, and for other legitimate business purposes. Customer grants W&B the right to create, and Customer will participate in, a “Co-Branded Case Study” that will include approved responses and feedback from the Customer from the usage of W&B’s products and services. Стало *Marketing & Logo Rights*. Customer consents to W&B‘s and its Affiliates’ use of Customer’s name and logos in marketing materials, public announcements, investor communications, and for other legitimate business purposes. Customer grants W&B and its Affiliates the right to create, and Customer will participate in, a “Co-Branded Case Study” that will include approved responses and feedback from the Customer from the usage of W&B’s products and services.
• Изменено: Было *Payments*. W&B will invoice Customer for all fees set forth in the applicable Order Form, together with any applicable Taxes. W&B may issue an invoice at any time after execution of the Order Form, and all amounts are due and payable within 30 days from the invoice date. For Customers purchasing Services online, fees will be charged automatically at the time of purchase (or renewal, as applicable) to the payment method provided by Customer, and Customer hereby authorizes W&B (or its payment processor) to charge all applicable fees and Taxes to the payment method. All payment obligations are non-cancellable, and all fees are non-refundable, except as expressly provided in Section 6(d). If Customer purchases the Software or Service from an online marketplace (the “**Marketplace**”), payment terms will be governed by the agreements in place between the Marketplace and Customer and the Marketplace and W&B, respectively and Customer shall accept an Order Form as a private offer on the Marketplace. Стало *Payments*. W&B will invoice Customer for all fees payable under the applicable Order Form, together with any applicable Taxes. W&B may issue an invoice at any time after execution of the Order Form, and all amounts are due and payable within 30 days from the invoice date. For Customers purchasing the Service online, committed fees will be charged automatically at the time of purchase (or renewal, as applicable) to the payment method provided by Customer, and pay-as-you-go fees will be charged monthly in arrears, or as otherwise set forth on https://wandb.ai/site/pricing/ (or successor site), to the same payment method. Customer hereby authorizes W&B (or its payment processor) to charge all applicable fees and Taxes to the payment method. All payment obligations are non-cancellable, and all fees are non-refundable, except as expressly provided in Section 6(d). If Customer purchases the Software or Service from an online marketplace (the “**Marketplace**”), payment terms will be governed by the agreements in place between the Marketplace and Customer and the Marketplace and W&B, respectively and Customer shall accept an Order Form as a private offer on the Marketplace.
• Изменено: Было *Pricing and Credit Card Processing*. Unless the parties agree otherwise in a separately executed written agreement, fees and limitations for use of the Service shall be based on the then-current pricing published on the W&B website (with any on - demand usage rates subject to change at any time). For payments by credit card, W&B uses a third-party credit card processing service to process payments, and Customer consents to the use of such service and to the transfer of Customer’s credit card details to such third-party processor for the purposes of such transaction. Customer agrees to be bound by any separate terms applicable to the processing service. Customer’s credit card will be charged fees automatically for Customer’s use of the Service at the end of each billing cycle or as otherwise set forth on the W&B website. Online Order Forms will automatically renew for additional periods of the same duration as the expiring term. If Customer does not want to auto-renew, Customer must submit a support request at least five (5) days before the expiration of the then current term, unless otherwise indicated. W&B reserves the right to provide notice of non-renewal at least fifteen (15) days before the end of any online Order Form term. Стало *Pricing and Credit Card Processing*. Unless the parties agree otherwise in a separately executed written agreement, fees and limitations for use of the Service shall be based on the then-current pricing available at https://wandb.ai/site/pricing/ (or successor site) (with any pay - as-you-go usage rates subject to change at any time). For payments by credit card, W&B uses a third-party credit card processing service to process payments, and Customer consents to the use of such service and to the transfer of Customer’s credit card details to such third-party processor for the purposes of such transaction. Customer agrees to be bound by any separate terms applicable to the processing service. Online Order Forms will automatically renew for additional periods of the same duration as the expiring term. If Customer does not want to auto-renew, Customer must submit a support request at least five (5) days before the expiration of the then current term, unless otherwise indicated. W&B reserves the right to provide notice of non-renewal at least fifteen (15) days before the end of any online Order Form term.
• Изменено: Было *AI Features.* W&B may make available to Customer features and functionality of the Software or Service (“**AI Features**”) that are powered by, integrate with, or enable Customer to access, modify, deploy, or use third-party or open-source artificial intelligence (“**AI**”) technologies, including AI models, platforms, and related services (“**Third-Party AI**”). Стало *AI Features.* W&B may make available to Customer features and functionality of the Software or Service (“**AI Features**”) that are powered by, integrate with, or enable Customer to access, modify, deploy, or use its own, or any third-party or open-source artificial intelligence (“**AI**”) technologies, including AI models, platforms, and related services (“**Third-Party AI**”).
• Изменено: Было *Input and Output.* Customer may submit prompts, data, text, or other Customer Data to the AI Features or Third-Party AI (“**Input**”) and receive data generated and returned by the AI Features or Third-Party AI (“**Output**”). Customer is solely responsible for all Input, including obtaining all rights, licenses, and permissions necessary to provide Input to, and for processing of the Input by, the AI Features and W&B Assets. As between Customer and W&B, and to the extent permitted by applicable law, Input and Output are deemed to be Customer Data, excluding W&B Background IP. “**W&B Background IP**” means W&B’s proprietary technology, software, models, algorithms, methodologies, tools, prompts, datasets and intellectual property that existed prior to or independently of Customer’s use of the Services and any improvements thereof .** Стало *Input and Output.* Customer may submit prompts, data, text, or other Customer Data to the AI Features or Third-Party AI (“**Input**”) and receive data generated and returned by the AI Features or Third-Party AI (“**Output**”). Customer is solely responsible for all Input, including obtaining all rights, licenses, and permissions necessary to provide Input to, and for processing of the Input by, the AI Features and W&B Assets. As between Customer and W&B, and to the extent permitted by applicable law, Input and Output are deemed to be Customer Data, excluding W&B Background IP. “**W&B Background IP**” means W&B’s proprietary technology, software, models, algorithms, methodologies, tools, prompts, datasets and intellectual property that existed prior to or independently of Customer’s use of the Services and any improvements thereof .
• Изменено: Было *Customer Use.* Customer acknowledges that due to the nature of machine learning, the AI Features or Third-Party AI may generate inaccurate Output or the same or similar Output for any number of users. Customer will evaluate all Output before relying on or otherwise using Output. Customer represents and warrants that Customer’s use of AI Features and Third-Party AI will comply with all applicable laws and regulations, including those governing the use of generative artificial intelligence. Customer will not use the AI Features or Third-Party AI to infringe any third-party rights or in any way that would qualify the AI Features or other W&B Assets as high-risk (or similar term) under applicable law .** Стало *Customer Use.* Customer acknowledges that due to the nature of machine learning, the AI Features or Third-Party AI may generate inaccurate Output or the same or similar Output for any number of users. Customer will evaluate all Output before relying on or otherwise using Output. Customer represents and warrants that Customer’s use of AI Features and Third-Party AI will comply with all applicable laws and regulations, including those governing the use of generative artificial intelligence. Customer will not use the AI Features or Third-Party AI to infringe any third-party rights or in any way that would qualify the AI Features or other W&B Assets as high-risk (or similar term) under applicable law .
• Изменено: Было *By W&B*. W&B will defend Customer and its Affiliates, including each of the foregoing’s officers, directors, employees and agents (collectively, “** Customer Indemnified Parties **“), from any third-party claim, demand, dispute, suit or proceeding and W&B will indemnify Customer Indemnified Parties from and against any related losses, liabilities, damages, costs or expenses (including reasonable attorneys’ fees), finally awarded against the Customer Indemnified Parties to such third party, by a court of competent jurisdiction or agreed to in settlement, alleging that the W&B Assets, including Customer’s permitted use thereof, infringes or misappropriates any United States patent, trademark or copyright of such third party, except to the extent such claim arises from content generated through Customer’s use of optional AI Features made available with the W&B Assets . Стало *By W&B*. W&B will defend Customer and its Affiliates, including each of the foregoing’s officers, directors, employees and agents (collectively, “ Customer Indemnified Parties “), from any third-party claim, demand, dispute, suit or proceeding and W&B will indemnify Customer Indemnified Parties from and against any related losses, liabilities, damages, costs or expenses (including reasonable attorneys’ fees), finally awarded against the Customer Indemnified Parties to such third party, by a court of competent jurisdiction or agreed to in settlement, alleging that the W&B Assets, including Customer’s permitted use thereof, infringes or misappropriates any United States patent, trademark or copyright of such third party, except to the extent such claim arises from or in connection with Customer Data .