Terms of Service
Last updated: June 2, 2026
These Terms of Service ("Terms") are a binding agreement between Reliancy, Inc. ("Reliancy," "we," "us") and the organization or person that accepts them ("Customer," "you"). They govern access to and use of Reliancy software, services, documentation, and related materials made available through our websites, applications, support channels, and commercial marketplaces (collectively, the "Offerings").
By clicking to accept, executing an order, deploying an Offering, creating an account, or continuing to use an Offering after notice of updated Terms, you agree to these Terms. If you do not agree, do not use the Offerings.
Important: Some sections apply only to certain deployment models. Sections titled "If Applicable — Hosted (SaaS)" or "If Applicable — Customer-Deployed" apply only when that model applies to your Offering. If a section does not describe how you use the Offering, it does not apply to you.
1. Definitions
- "Application" means the Reliancy software product identified in an order, marketplace listing, quote, or product documentation.
- "Authorized Users" means your employees and contractors who are permitted to use the Application under your account and who are bound by confidentiality and use restrictions at least as protective as these Terms.
- "Customer Data" means data, content, or materials you or Authorized Users submit to or process through an Application, excluding Reliancy materials and aggregated/de-identified data derived from operation of the Offerings.
- "Documentation" means user guides, technical documentation, and specifications we make available for the Application.
- "Hosted Service" means an Application we host and make available to you over the internet (software as a service).
- "Customer-Deployed Offering" means an Application you install and run in infrastructure you control (including Azure virtual machines, managed applications, containers, or on-premises environments).
- "Order" means an order form, marketplace subscription, quote, checkout, or other commercial record that identifies the Application, term, fees, and (if stated) deployment model.
- "Subscription Term" means the period during which you are licensed to use the Application as stated in the Order.
2. Scope and Order of Precedence
2.1 These Terms apply to all Offerings unless we expressly agree in a signed written agreement that different terms govern.
2.2 If you purchase through Microsoft Azure Marketplace or another marketplace, the marketplace's purchase and billing rules also apply to that transaction. In case of conflict between marketplace platform rules (as to billing, cancellation, or platform operation) and these Terms, platform rules control only for those platform subjects; these Terms control for the Application license and use.
2.3 An Order may specify plan limits (users, tenants, cores, instances, or usage). You must stay within those limits.
2.4 Our Data Processing Addendum applies when we process personal data on your behalf as a processor. The DPA is incorporated by reference when you use a Hosted Service or other applicable Offering, or when required by law.
2.5 Related documents: Privacy Policy · Data Processing Addendum · Service Level Agreement (Hosted Services, if applicable)
3. License Grant
3.1 Subject to these Terms and payment of applicable fees, Reliancy grants you a non-exclusive, non-transferable, limited license during the Subscription Term to:
- (a) Hosted Service: access and use the Application in hosted form, solely for your internal business purposes, by Authorized Users, in accordance with the Documentation and Order; and/or
- (b) Customer-Deployed Offering: install and run the Application in the environment and quantity specified in the Order, solely for your internal business purposes, by Authorized Users, in accordance with the Documentation and Order.
3.2 Unless the Order states otherwise, licenses are per production environment and per tier limits stated in the Order (for example, named users, tenants, or instances). You may use non-production environments (development/test) only if included in the Order or Documentation.
3.3 You may not sublicense, sell, rent, lease, or distribute the Application except as expressly permitted in these Terms or the Order.
4. Restrictions
You will not, and will not permit anyone to:
- copy, modify, or create derivative works of the Application except as allowed by law notwithstanding this restriction or as we authorize in writing;
- reverse engineer, decompile, or disassemble the Application except to the limited extent expressly permitted by applicable law;
- circumvent license, security, or usage limits;
- use the Application to build a competing product or service;
- remove proprietary notices;
- use the Application in violation of law, third-party rights, or export/sanctions rules;
- share credentials or exceed licensed user/instance limits (including through multiplexing or pooling);
- allow access by third parties except Authorized Users and service providers bound by confidentiality who act only on your behalf; or
- for Customer-Deployed Offerings, run the Application outside the licensed subscription, tenant, or environment described in the Order.
5. If Applicable — Hosted (SaaS)
This Section 5 applies only to Hosted Services.
5.1 Access. We will provide access credentials or SSO integration as described in the Documentation.
5.2 Availability. We will use commercially reasonable efforts to make the Hosted Service available. Where the Service Level Agreement applies to your Order, its uptime commitment and credits apply. Otherwise, we do not guarantee uninterrupted or error-free operation.
5.3 Maintenance. We may perform maintenance, updates, and security changes. We will use commercially reasonable efforts to minimize material disruption to production Hosted Services.
5.4 Suspension. We may suspend access without liability if: (a) fees are overdue beyond any grace period stated in the Order or invoice; (b) we reasonably believe your use threatens security, stability, or other customers; (c) we are required by law; or (d) you materially breach these Terms. We will use commercially reasonable efforts to notify you before suspension when practicable.
5.5 Data location. If we commit to a region in the Order or Documentation, we will use commercially reasonable efforts to store production Customer Data in that region, subject to lawful access and disaster recovery requirements.
6. If Applicable — Customer-Deployed (VM, Managed App, On-Premises)
This Section 6 applies only to Customer-Deployed Offerings.
6.1 License to install. You are responsible for provisioning infrastructure (including Azure subscriptions, networks, identity, backup, and monitoring) unless we expressly provide managed operations in the Order.
6.2 Updates. You are responsible for applying updates, patches, or new versions we make available, unless an Order includes managed update services. We may provide security updates we deem critical; Documentation will describe how to obtain them.
6.3 Telemetry. The Application may send technical telemetry (version, health, usage metrics, error reports) to Reliancy as described in the Documentation and Privacy Policy. Where configuration allows, you may limit or disable non-essential telemetry. Essential telemetry for license validation or security may not be disabled.
6.4 License validation. Customer-Deployed Offerings may require periodic connectivity to Reliancy or marketplace license services for activation and compliance with the Order.
6.5 Your security obligations. You are responsible for securing your environment, access controls, secrets, network exposure, and compliance obligations arising from your deployment choices.
7. Customer Data and Privacy
7.1 Ownership. As between the parties, you retain all rights in Customer Data. Reliancy retains all rights in the Application, Documentation, and our materials.
7.2 Use of Customer Data. You grant Reliancy a non-exclusive license to host, copy, process, transmit, and display Customer Data solely to provide and support the Offerings, prevent fraud/abuse, comply with law, and improve reliability and security of the Offerings. We will not use Customer Data to train generalized public models from your confidential content unless we expressly agree in writing or you opt in where offered.
7.3 Privacy. Our Privacy Policy describes how we handle personal data when Reliancy acts as a controller. Where we process personal data on your behalf in a Hosted Service or managed deployment, the DPA governs processor obligations.
7.4 Responsibilities. You are responsible for the accuracy, legality, and rights necessary to provide Customer Data and for configuring the Application appropriately for your regulatory requirements.
7.5 Return and deletion. Upon termination, we will make Customer Data available for export from Hosted Services for thirty (30) days unless law requires longer retention. After that period, we may delete Customer Data from production systems except backups and logs deleted on ordinary rotation schedules. For Customer-Deployed Offerings, you control deletion in your environment; our telemetry may retain non-content technical records as described in the Privacy Policy.
8. Fees and Payment
8.1 Fees. You agree to pay fees stated in the Order or marketplace listing. Fees may be recurring, usage-based, or one-time as specified.
8.2 Invoicing. For direct purchases, unless stated otherwise, invoices are due net thirty (30) days. Late amounts may accrue interest at 1.5% per month (or the maximum allowed by law), plus collection costs.
8.3 Marketplace purchases. If you purchase through Azure Marketplace or similar, billing, metering, and cancellation may be performed by the marketplace operator according to its policies. You must maintain a valid payment method with the marketplace where required.
8.4 Taxes. Fees exclude taxes. You are responsible for applicable sales, VAT, GST, or similar taxes (excluding taxes on Reliancy's net income).
8.5 No refunds. Except where required by law, expressly stated in an Order, marketplace policy, or the SLA (service credits), fees are non-refundable.
9. Support
Support scope, channels, and response targets are described in the Order, product Documentation, or the Service Level Agreement (Section 4). Unless stated otherwise, support is provided in English during business hours (U.S. Central Time) via info@reliancy.com.
10. Intellectual Property and Feedback
10.1 Reliancy and its licensors own all right, title, and interest in the Offerings. No rights are granted except as expressly set forth in these Terms.
10.2 Feedback. If you provide suggestions or feedback, you grant Reliancy a perpetual, irrevocable, royalty-free license to use it without restriction or compensation.
10.3 Marks. Neither party may use the other's trademarks without prior written consent, except as required for marketplace listings or accurate reference to the licensed Application.
11. Confidentiality
11.1 Each party may receive non-public information from the other. The receiving party will protect it using reasonable care and use it only for purposes of these Terms.
11.2 Confidential information does not include information that is public without breach, independently developed, rightfully received without duty, or required to be disclosed by law (with notice when lawful).
11.3 The Application, non-public pricing, and security information are Reliancy confidential information.
12. Warranties and Disclaimers
12.1 Reliancy warrants that, during the Subscription Term, the Application will substantially conform to the Documentation when used as directed. For Hosted Services, your exclusive remedy for breach of this warranty is for us to use commercially reasonable efforts to correct or provide a workaround; if we cannot within a reasonable period, you may terminate the affected Hosted Service and receive a pro-rata refund of prepaid fees for the unused portion of the Subscription Term for that Application.
12.2 EXCEPT AS EXPRESSLY STATED IN SECTION 12.1, THE OFFERINGS ARE PROVIDED "AS IS." RELIANCY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
12.3 We do not warrant that the Application will be uninterrupted, error-free, or secure, or that AI/ML outputs will be accurate, complete, or suitable for decisions without human review.
12.4 Warranties do not apply to problems caused by misuse, unauthorized modifications, third-party systems, or failure to install updates for Customer-Deployed Offerings.
13. Indemnification
13.1 By Reliancy. Reliancy will defend you against third-party claims alleging that the Application, as provided by Reliancy and used according to these Terms, infringes a U.S. patent, copyright, or trade secret, and will pay damages finally awarded or approved settlements, provided you give prompt notice and cooperation. If infringement is likely, we may modify the Application, procure rights, or terminate with pro-rata refund of prepaid unused fees for the affected Application. This section states Reliancy's exclusive liability for infringement claims.
13.2 By Customer. You will defend Reliancy against claims arising from Customer Data, your use in violation of law or these Terms, or combination of the Application with items not supplied by Reliancy where the claim would not arise without that combination.
13.3 Indemnified parties may participate with their own counsel at their expense.
14. Limitation of Liability
14.1 EXCLUSION. NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS, REVENUE, DATA, OR GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY.
14.2 CAP. RELIANCY'S TOTAL LIABILITY ARISING OUT OF THESE TERMS WILL NOT EXCEED THE FEES PAID BY YOU FOR THE APPLICATION GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS BEFORE THE EVENT (OR USD $10,000 IF YOU HAVE NOT PAID FEES FOR THAT APPLICATION).
14.3 The above limits do not apply to: (a) your payment obligations; (b) breach of Section 4 (Restrictions) or Section 11 (Confidentiality); (c) indemnification obligations; or (d) liability that cannot be limited by applicable law.
15. Term and Termination
15.1 These Terms begin on acceptance and continue for the Subscription Term and any renewals.
15.2 Either party may terminate for material breach not cured within thirty (30) days after written notice.
15.3 We may terminate immediately if you become insolvent, cease business, or breach Sections 4, 7, or 8.
15.4 On termination, licenses end and you must stop using and uninstall Customer-Deployed copies. Sections that by nature should survive (including 4, 7.5, 8, 11, 12.2–12.3, 13–14, 16, and 17) survive.
16. Export, Sanctions, and Government Use
16.1 You represent that you are not located in, organized under, or controlled by a country or person subject to U.S. embargoes or sanctions, and you will not use the Offerings in prohibited end uses.
16.2 You will not provide Reliancy with ITAR-controlled technical data unless expressly agreed in a separate written agreement.
16.3 U.S. Government end users receive only those rights described in applicable federal acquisition regulations and restricted rights legends in Documentation.
17. General
17.1 Assignment. You may not assign these Terms without our consent, except to a successor in a merger or sale of substantially all your assets with notice. We may assign to an affiliate or successor.
17.2 Force majeure. Neither party is liable for delay or failure due to events beyond reasonable control (including internet failures, labor disputes, acts of God, war, or government action).
17.3 Notices. Notices to Reliancy: info@reliancy.com (or address we publish). Notices to you: account email or Order contact.
17.4 Governing law. These Terms are governed by the laws of the State of Minnesota, USA, excluding conflict-of-law rules and the U.N. Convention on Contracts for the International Sale of Goods.
17.5 Disputes. Before filing suit, the parties will attempt good-faith resolution with escalation to senior management for thirty (30) days. Except for injunctive relief for IP or confidentiality, exclusive venue for disputes is state or federal courts in Hennepin County, Minnesota.
17.6 Changes. We may update these Terms by posting a revised version and updating the "Last updated" date. Material changes to Hosted Services will be notified via the service or email when practicable. Continued use after the effective date constitutes acceptance.
17.7 Severability. If a provision is unenforceable, the remainder stays in effect and the provision is reformed to the minimum extent necessary.
17.8 Entire agreement. These Terms, the Privacy Policy, applicable Order, DPA, and SLA (if applicable) are the entire agreement regarding the Offerings.
Contact: Reliancy, Inc. — info@reliancy.com