This unified Master Services Agreement (MSA) structure integrates MarketMind AI's core commercial terms, Data Processing Addendum (DPA), and Service Level Agreement (SLA) into a single enterprise-ready legal framework.
Last updated: August 2026
When executing enterprise transactions, the contractual relationship is governed by the following hierarchy (in decreasing order of priority):
Non-exclusive, non-transferable, worldwide right for Customer's authorized users to access MarketMind AI's multi-agent orchestration platform via API gateways and user interfaces.
Usage is bounded by rate limits, concurrency caps, and token allocations defined in the applicable Order Form.
Customer retains 100% sole and exclusive ownership of all prompts, code, database schemas, vector context, and domain data submitted to the platform ("Inputs").
MarketMind AI irrevocably assigns to Customer all right, title, and interest in and to all agent completions, workflows, and synthesized insights returned by the platform ("Outputs").
Provider contractually covenants that Customer Inputs and Outputs will never be used to train, retrain, fine-tune, or align any public, multi-tenant, or foundational AI models.
MarketMind AI retains exclusive ownership of its core orchestration engine, proprietary system prompts, custom tool abstractions, and underlying infrastructure logic.
Standard mutual non-disclosure obligations covering technical architecture, pricing, security documentation, and customer data.
Mandatory schema-level isolation across database memory stores (pgvector on Cloud SQL) preventing cross-tenant data bleed.
Net 30 days from invoice date unless specified otherwise on an Order Form.
Fees exclude local, state, or federal taxes, which are the responsibility of the Customer.
MarketMind AI will defend and hold Customer harmless against third-party claims alleging that the platform or non-infringing generated outputs infringe a valid copyright or patent.
Customer acknowledges that AI model outputs are probabilistic outputs requiring human verification for high-risk or mission-critical operations.
Mutual liability is capped at the total aggregate fees paid or payable by Customer to MarketMind AI in the 12 months preceding the event giving rise to liability.
Neither party is liable for indirect, punitive, special, or consequential damages.
Either party may terminate upon 30 days' written notice for uncurable material breach.
Within 30 days post-termination, MarketMind AI will permanently purge all customer vector indexes, database schemas, and backups, delivering written certification of destruction upon request.
Customer acts as Data Controller; MarketMind AI acts as Data Processor.
Egress to third-party foundational inference providers (Google Vertex AI) operates under enterprise zero-prompt-logging and zero-retention parameters.
| Subprocessor | Processing Activity | Location | Safeguards & Terms |
|---|---|---|---|
| Google LLC (GCP) | Cloud Run compute, Cloud SQL (pgvector) storage, Pub/Sub, Secret Manager | US / Multi-Region | SOC 1/2/3, ISO 27001, AES-256 Encryption at rest |
| Google LLC (Vertex AI) | Foundational LLM inference & embeddings | US / Multi-Region | Enterprise ZDR, Contractual No-Training Terms |
| Google LLC (Cloud Identity / Firebase) | End-user authentication, identity lifecycle, JWT issuance, MFA | US / Global | SOC 1/2/3, ISO 27001, TLS 1.3 |
| WorkOS, Inc. | Enterprise SSO (SAML/OIDC) & SCIM directory sync | United States | SOC 2 Type II, TLS 1.3 Encryption |
| Cloudflare, Inc. | Edge WAF, DDoS mitigation, DNS routing | Global | SOC 2 Type II, Transient Egress |
MarketMind AI guarantees the plan-tiered Monthly Uptime Percentage defined in the applicable Order Form (e.g., 99.5% Builder, 99.9% Scale, 99.95% Enterprise) across production API gateways, LiteLLM proxy routers, and vector store endpoints.
| Monthly Uptime Percentage | Service Credit (% of Monthly Fee) |
|---|---|
| Below committed Target Uptime but ≥ 99.0% | 10% |
| 95.0% – 98.99% | 25% |
| Below 95.0% | 50% |
Credit bands are measured relative to the Customer's committed Target Uptime. Service credits are the Customer's sole and exclusive financial remedy for uptime failures and are capped at 50% of the monthly billing cycle.
Conducted Sundays between 02:00 UTC and 06:00 UTC with at least 7 days' advance notice.
Executed with minimum 2 hours' notice for critical zero-day security mitigations.
This unified MSA draft structure is provided for informational purposes and constitutes a summary of key terms. Final agreement language is subject to negotiation and legal review by both parties' counsel. This document does not constitute a binding offer.
Ready to execute an enterprise agreement? Contact us at legal@marketmindai.cloud