Google Cloud: Google Cloud Service Specific Terms (AI/ML data use)

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Service Specific Terms
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These Service Specific Terms are incorporated into the
agreement under which Google has agreed to provide
Google Cloud Platform and SecOps Services (as described at
https://cloud.google.com/terms/services
)
to Customer (the “Agreement”). If the Agreement authorizes you to resell
or supply Google Cloud Platform under a Google Cloud partner or reseller
program, then except for in the section entitled “Partner-Specific Terms”,
all references to Customer in the Service Specific Terms refer to you
(“Partner” or “Reseller”, as used in the Agreement), and all references
to Customer Data in the Service Specific Terms mean Partner Data.
If you are accessing the Services as a customer of an unaffiliated Google
Cloud reseller, then Section 14 (Resold Customers) of the General Service
Terms applies to you. Capitalized terms used but not defined in the Service
Specific Terms have the meaning given to them in the Agreement.
General Definitions.
“
Cloud Data Processing Addendum
” (formerly referred to as the Data Processing
and Security Terms) has the meaning given in the Agreement or, if no such
meaning is given, means the then-current terms describing data processing and
security obligations with respect to Customer Data at
https://cloud.google.com/terms/data-processing-addendum
.
“
Documentation
” means the Google documentation (as may be updated
from time to time) in the form generally made available by Google to its
customers for use with the Services, including at
https://cloud.google.com/docs/
.
“
Fees URL
” means
https://cloud.google.com/skus
.
“
Scope of Use
” means any limits on installation or usage of Services or
Software described at the Fees URL, Admin Console, Documentation, order form,
or otherwise presented by Google.
1.
Data
Location.
a.
Additional Definitions
.
“Cloud Locations Page” means
https://cloud.google.com/about/locations/
.
“Multi-Region” means a defined set of Regions.
“Region” means a region from which a particular Service is offered, as
identified at the Cloud Locations Page.
b.
Applicable Terms
.
For any Service listed at
https://cloud.google.com/terms/data-residency
,
Customer may select a specific Region or Multi-Region as
detailed in the Cloud Locations Page, and Google will
store Customer Data for that Service at rest only within
the selected Region or Multi-Region. Google may replicate
that Customer Data within any other Region located within
the country of the selected Region or within the country
or countries of the selected Multi-Region (as applicable)
for backup, reliability, debugging, support, maintenance,
or security purposes. The Services do not limit the
locations from which Customer or Customer End Users may
access Customer Data or to which they may move Customer
Data. For clarity, Customer Data does not include resource
identifiers, attributes, or other data labels. Additional
terms regarding configuration of specific Services are in
the following sections under “Service Terms”:
(i) AI/ML Data Location; and
(ii) Assured Workloads Data
Location.
Services that do not store Customer Data at-rest or process Customer
Data in use are also listed on
https://cloud.google.com/terms/data-residency
.
2.
Operations of
Communications Services.
Notwithstanding any
telecommunications restrictions in the Agreement, Customer
may use the Services for hosting capacity in connection
with Customer’s provision of telecommunications
services if (a) Customer obtains, maintains, and
complies with all necessary regulatory licenses,
registrations or other applicable requirements relating to
such telecommunications services, and (b) Customer does
not use or resell the Services to provide
telecommunications connectivity, including for virtual
private network services, network transport, or voice or
data transmission.
3.
General Software
Terms.
The following terms apply to all
Software:
a.
License
. Google
grants Customer a royalty-free (unless otherwise stated by
Google), non-exclusive, non-sublicensable,
non-transferable license during the Term to reproduce and
use the Software ordered by Customer on systems owned,
operated, or managed by or on behalf of Customer in
accordance with (i) the Agreement, and (ii) if applicable,
the Scope of Use. Customer may authorize its and its
Affiliates' employees, agents, and subcontractors
(collectively, “Software Users”) to use the Software in
accordance with this subsection. Customer may make a
reasonable number of copies of the Software for back-up
and archival purposes. For clarity, Software does not
constitute Services.
b.
Compliance With Scope
of Use
. Within 30 days of Google's reasonable
written request, Customer will provide a
detailed written report describing its usage in accordance
with the applicable Scope of Use of each Software product
used by Customer and its Software Users during the
requested period. If requested, Customer will provide
reasonable assistance and access to information to verify
the accuracy of Customer’s Software usage report(s).
c.
Other Warranties and
Compliance
. Each party represents and warrants that
it will comply with all laws applicable to its provision
or use of the Software. Customer will: (i) ensure that
Customer and its Software Users' use of the Software
complies with the Agreement (including the Scope of
Use) and the restrictions in the Agreement applying to
Customer's use of the Services; (ii) use commercially
reasonable efforts to prevent and terminate any
unauthorized access to or use of the Software; and (iii)
promptly notify Google of any unauthorized access to or
use of the Software of which Customer becomes aware.
d.
Open Source or Third Party Terms.
If the Software
contains open source or third-party components, those
components may be subject to separate license agreements,
which Google will make available to Customer. Customer is
solely responsible for complying with the terms of any
third parties from which Customer elects to migrate its
workloads onto the Services, and represents and warrants
that such third-party sources permit the use of Software
to migrate applications away from such sources.
e.
Termination.
On
termination or expiration of the Agreement, Customer will
stop using all Software and delete all copies.
4.
Premium Software
Terms.
The following terms apply only to
Premium Software:
a.
Introduction
.
Google makes certain Software available under the
Agreement described as “Premium Software”
at
https://cloud.google.com/terms/services
(“Premium
Software”). Customer will pay applicable Fees for any
Premium Software it obtains as described at the Fees URL.
Premium Software is Google’s Confidential Information.
b.
Software
Warranty
.
(i) Google warrants to
Customer that for one year from its delivery, Premium
Software will perform in material conformance with the
applicable Documentation. This warranty will not apply if
(A) Customer does not notify Google of the non-conformity
within 30 days after Customer first discovers it, (B)
Customer modifies Premium Software or uses it in violation
of the Agreement, or (C) the non-conformity is caused by
any third-party hardware, software, services, or other
offerings or materials, in each case not provided by
Google.
(ii) If Google breaches this
warranty, then Google will, in its discretion, repair or
replace the impacted Premium Software at no additional
charge. If Google does not believe that repairing or
replacing would be commercially reasonable, then Google
will notify Customer and (A) Customer will immediately
cease use of the impacted Premium Software and (B) Google
will refund or credit any prepaid amounts for the impacted
Premium Software and Customer will be relieved of any
then-current commitment to pay for future use of the
impacted Premium Software. Without limiting the parties’
termination rights, this subsection states Customer’s sole
remedy for Google’s breach of the warranty in this Section
(Software Warranty).
c.
Software
Indemnification
. Google’s Intellectual Property
Rights infringement indemnity obligations under the
Agreement apply to Premium Software, and Customer’s
indemnity obligations under the Agreement with respect to
Customer’s use of the Services apply to Customer’s use of
Premium Software. In addition to any other indemnity
exclusions in the Agreement, Google’s indemnity
obligations will not apply to the extent the underlying
allegation arises from modifications to Premium Software
not made by Google or use of versions of Premium Software
that are no longer supported by Google.
d.
Technical
Support
. Unless otherwise specified by Google,
Google will make TSS available for Premium Software, in
accordance with the TSS Guidelines, for an additional
charge.
e.
Compliance
.
Premium Software may transmit to Google metering
information reasonably necessary to verify that use of the
Premium Software complies with the Scope of Use. Customer
will not disable or interfere with the transmission of
such metering information.
f.
Updates and
Maintenance
. During the Term, Google will make
available to Customer copies of all current versions,
updates, and upgrades of Premium Software, promptly upon
general availability, as described in the Documentation.
Unless otherwise stated in the Documentation, Google will
maintain the current release of Premium Software and the
two versions immediately preceding the current release,
including by providing reasonable bug fixes and security
patches. Maintenance for any Premium Software may be
discontinued with one year’s notice from Google, except
Google may eliminate maintenance for a version and require
upgrading to a maintained version to address a material
security risk or when reasonably necessary to avoid an
infringement claim or comply with applicable law.
5.
Pre-GA Offerings
Terms.
a.
Introduction.
Google may make available to Customer pre-general
availability Google Cloud Platform features, models, tools,
services or software that are either not yet listed at
https://cloud.google.com/terms/services
or identified as “Early Access,” “Alpha,” “Beta,”
“Preview,” “Experimental,” or a similar designation in
related documentation or materials (collectively, “Pre-GA
Offerings”). Customer's access to and use of any Pre-GA
Offering is subject to any applicable Scope of Use. While
Pre-GA Offerings are not Services or Software, Customer’s
use of Pre-GA Offerings is subject to the terms of the
Agreement applicable to Services (or Software, if
applicable), as amended by this Section (Pre-GA Offerings Terms). For the
avoidance of doubt, Customer’s use of a Pre-GA Offering
component (such as a feature or model) included in a generally available
Service or Software does not negate unrelated commitments that Google makes
for its Services and Software.
b.
Disclaimer.
PRE-GA
OFFERINGS ARE PROVIDED “AS IS” WITHOUT ANY EXPRESS OR
IMPLIED WARRANTIES OR REPRESENTATIONS OF ANY KIND.
Pre-GA Offerings (i) may be changed, suspended or
discontinued at any time without prior notice to
Customer and (ii) are not covered by any SLA or Google
indemnity. Except as otherwise expressly indicated in a
written notice or Google documentation, (A) Pre-GA
Offerings are not covered by TSS, and (B) the Data
Location Section above will not apply to Pre-GA
Offerings.
c.
Liability.
Notwithstanding
anything to the contrary in any other limitation of liability Section in
the Agreement,
with respect to Pre-GA Offerings, Google will
not be liable for any amounts in excess of the lesser of (i) the
limitation on the amount of liability stated in the
Agreement or (ii) $25,000. Nothing in the preceding
sentence will affect any exclusions from any limitation
of liability in the Agreement with respect to the
following: (A) death or personal injury resulting from
negligence, (B) fraud or fraudulent misrepresentation,
(C) infringement of the other party’s Intellectual
Property Rights, or (D) matters for which liability
cannot be excluded or limited under applicable
law.
d.
Data Processing.
Except as otherwise expressly
indicated in a written notice or Google documentation, no data processing
terms (including the Cloud Data Processing Addendum) apply to Pre-GA
Offerings and Customer should not use Pre-GA Offerings to process personal
data or other data subject to legal or regulatory compliance requirements.
e.
Termination.
Either party may
terminate Customer's use of a Pre-GA Offering at any time
with written notice to the other party.
f.
EU Data Act Exclusion.
Google has no obligations under Chapter VI of the
EU Data Act or the EU Data Act Terms below in respect of Pre-GA Offerings.
6.
Google-Managed Multi-Cloud.
a.
Introduction
. The
then-current services described as “Google-Managed
Multi-Cloud Services” at
https://cloud.google.com/terms/services
("Google-Managed
MCS") are Google services, products and features that are
hosted on the infrastructure of a third party cloud
provider (“MCS Third-Party Provider”). While the
Google-Managed MCS are not Services or Software,
Customer’s use of the Google-Managed MCS is subject to the
terms of the Agreement applicable to Services (or
Software, if applicable), as amended by this Section
(Google-Managed Multi-Cloud).
b.
Admin Console
. The
Google-Managed MCS may not be available through the Admin
Console.
c.
MCS Third-Party Provider Relationship
.
(i) To make use of the
Google-Managed MCS, Customer must maintain an independent
agreement, account and billing relationship with the
applicable MCS Third-Party Provider. The Agreement does
not obligate Google or the MCS Third-Party Provider to
provide the MCS Third-Party Provider’s services that are
necessary for the Customer to use the Google-Managed
MCS.
(ii) If the MCS Third-Party
Provider makes a change to its services or terms, and
Google reasonably concludes that its provision of the
Google-Managed MCS is no longer commercially feasible as a
result of the change, Google may immediately Suspend all
or part of Customer's use of the impacted Google-Managed
MCS, or make any other discontinuance or
backwards-incompatible change necessary to continue to
provide the Google-Managed MCS. To the extent Google may
Suspend or modify the Google-Managed MCS as set forth in
this Section, the Google-Managed MCS are not subject to
the Sections of the Agreement covering discontinuance and
backwards-incompatible changes.
d.
Liability
.
Notwithstanding anything to the contrary
in the Agreement (except subject to any unlimited liabilities expressly
stated in the Agreement), to the maximum extent permitted by law, each
party’s total aggregate Liability for damages arising out of or relating
to the
Google-Managed
MCS is limited to the greater of (i) the Fees Customer paid for the
Google-Managed MCS during the 12-month period before the event giving rise
to liability and (ii) $25,000
.
e.
Disclaimer
. Notwithstanding anything to the contrary in the
Agreement, the Google-Managed
MCS are not (i) covered by any SLA, unless specifically identified under
the terms of the SLA, (ii) subject to any obligations for Google to provide
termination or transition assistance or other technical assistance after
Suspension or termination, and (iii) subject to any business continuity or
disaster recovery commitments.
7.
Benchmarking.
Customer may itself (but may not permit a
third party to): (a) conduct benchmark tests of the Services (each a "Test");
and (b) publicly disclose the results of such Tests only if
(i) the public disclosure includes all necessary
information to replicate the Tests, and (ii) Customer
allows Google to conduct benchmark tests of Customer's
publicly available products or services and publicly
disclose the results of such tests. Notwithstanding the
foregoing, Customer may not do either of the following on
behalf of a hyperscale public cloud provider without
Google's prior written consent: (A) conduct (directly or
through a third party) any Test or (B) disclose the
results of any such Test.
8.
Trials.
Certain Services may be made available to Customer on a
trial basis ("Free Trial") subject to parameters and any Scope of Use, as
presented in a Fees URL, Admin Console, Documentation, or
otherwise. Use of a Free Trial indicates Customer’s acceptance
of any such parameters. If Customer is a government entity and is offered a
Free Trial: (a) Customer represents and warrants that: (i) it is permitted
to accept the Free Trial, (ii) its use of the Free Trial is not prohibited
by applicable law or regulation, including any applicable anti-bribery,
ethics, or conflict of interest rules and laws, and (iii) its use of the
Free Trial will not prevent Google from bidding on, or otherwise
participating in, other potential contracts issued by the government
entity or its related bodies; (b) Customer may only use the Free Trial for
official government purposes; and (c) Google has no expectation of payment
or favorable treatment by offering the Free Trial.
9.
User Experience
Research.
If Customer enrolls in the Google
Cloud User Experience Research Program for Google Cloud
Platform, Customer’s participation will be subject to the
Google Cloud User Experience Research Panel Addendum
available at
https://cloud.google.com/terms/user-experience-research
or
a successor URL.
10.
PGSSI-S.
Customer will comply with
France's General Security Policy for Health Information
Systems (PGSSI-S) to the extent applicable.
11.
APIs and non-Google cloud services.
Certain APIs
and non-Google cloud services accessible through the Admin
Console have separate terms or privacy policies.
Notwithstanding any reference to the Google Cloud Terms of
Service or the Google Cloud Privacy Notice in the Admin
Console, the API-specific terms and privacy policies will
apply to Customer’s use of those APIs or services.
12.
Resource Fields Data.
Data included in Project
Name, Project ID, or other resource fields do not
constitute Customer Data. Do not include confidential,
sensitive, or personally identifiable information in these
fields.
13.
Google Maps Content.
Certain
Services may incorporate features and content from Google
Maps (“Google Maps Content”). If Customer provides its
Google Maps Platform credentials to enable a Service to
access Google Maps Content, such use or access is subject
to the agreement under which Google has agreed to provide
Google Maps Platform to Customer. Otherwise, Customer
agrees that its use of or access to such Google Maps
Content is subject to the then-current versions of the:
(a) Google Maps/Google Earth Additional Terms of Service
at
https://maps.google.com/help/terms_maps.html
;
and (b) Google Privacy Policy at
https://www.google.com/policies/privacy/
.
14.
Resold Customers.
This Section 14 (Resold Customers) applies
only if (a) Customer orders Google Cloud Platform Services from a Reseller
under a Reseller Agreement (such Services, “Resold Services”) and
(b) Customer has a direct agreement with Google to provision those
Resold Services.
a.
Additional Definitions.
“
Reseller
” means, if applicable, the authorized unaffiliated
third-party reseller that sells the Services to Customer.
“
Reseller Agreement
” means, if applicable, the separate agreement between
Customer and Reseller regarding the Services. The Reseller Agreement is
independent of and outside the scope of this Agreement.
“
Reseller Fees
” means the fees (if any) for Services used or ordered by
Customer as agreed in a Reseller Agreement, plus any applicable Taxes.
“
Reseller Order
” means, if applicable, an order form issued by a Reseller and
executed by Customer and the Reseller specifying the Services Customer is
ordering from the Reseller.
b.
Applicable Terms
. For the purposes of Resold Services:
(i) The Section of the Agreement entitled “Payment Terms” will not apply,
nor will any provisions in the applicable Service Specific Terms
relating to billing, invoicing, or payment;
(ii) Reseller Fees will apply and be payable directly to Reseller, and all
prices for Resold Services will be solely determined between Reseller and Customer;
(iii) Google will provide to Customer the Resold Services described in the
Reseller Order to the extent that there is a valid and binding order for
such Services between Google and Reseller;
(iv) Customer will receive any applicable SLA credits or monetary refunds
described in this Agreement from Reseller only (and Customer must notify
Reseller if Google fails to meet any SLA);
(v) Notwithstanding Google’s support obligations in the TSS Guidelines,
Google will not provide any support to Customer unless (A) Customer orders
TSS from Google directly or (B) Reseller orders TSS from Google on behalf
of Customer, and such TSS entitlement requires Google to provide TSS
directly to Customer. All other support (if any) will be provided to
Customer by Reseller in accordance with the Reseller Agreement,
subject to Section 14(e) (Reseller Technical Support);
(vi) Customer acknowledges that access to the Services may be Suspended
if at any time Reseller or Customer fails to maintain a billing account
linked to Customer’s Account;
(vii) In the event of termination of this Agreement, Google will send
Reseller (and not Customer) the final invoice (if applicable) for payment
obligations related to Resold Services. Customer will notify (A) Reseller
of any termination of this Agreement and (B) Google of any termination
of the Reseller Agreement;
(viii) Any renewal(s) of the Resold Services and/or any Reseller Order will
be as agreed between Customer and Reseller;
(ix) If Reseller fails to pay an undisputed invoice for Resold Services to
Google due to Customer's failure to pay Reseller, Google may Suspend
Customer's access to the Services;
(x) To the extent that any Customer Data is under Reseller's organizational
resource, then notwithstanding anything to the contrary in this Agreement
(including the Cloud Data Processing Addendum):
(A) the Cloud Data Processing Addendum will not apply with respect to the
processing and security of such Customer Data;
(B) Google will only access, use, and otherwise process such Customer Data in
accordance with the separate agreement between Google and Reseller (including
its then-current terms describing data processing and security of
“Partner Data” as defined by that agreement) and will not access, use,
or process such Customer Data for any other purpose; and
(C) the consents and notices for which Customer is responsible under the
section of this Agreement titled “Privacy” or “Consents” must also permit
accessing, storing, and processing of Customer Data as described in subsection (B) above.
(xi) The Google Cloud Platform Services require linking to the Reseller's
billing account in order to be billed by the Reseller. Customer acknowledges
and agrees that, (A) if Google’s agreement with the Reseller or Customer’s
Reseller Agreement is terminated or expires, then the Services will no longer
be linked to the Reseller’s billing account, and (B) unless any such Services
used by Customer are linked to the Reseller’s billing account, such Services
will (x) not constitute Resold Services (and therefore not be subject to this
Section 14 (Resold Customers)), and (y) be regarded as Services ordered
directly from Google and accordingly, despite the terms of the Reseller
Agreement (including the fees agreed between Customer and Reseller), Customer
will be required to pay Fees to Google for such Services, in accordance with
the terms of this Agreement.
(xii) “Cloud Data Processing Addendum”, as it is used in this Agreement,
means the then-current terms describing data processing and security
obligations with respect to Customer Data that is under Customer’s
(not Reseller’s) organizational resource, as described at
https://cloud.google.com/terms/data-processing-addendum
.
(xiii) “Order Term,” as it is used in this Agreement, means the period of
time starting on the Services Start Date or the renewal date (as applicable)
for the Resold Services and continuing until the expiration or termination
of the applicable Reseller Order; and
(xiv) “Services Start Date,” as it is used in this Agreement, means either
the start date described in the Reseller Order or, if none is specified in
the Reseller Order, the date Google makes the Resold Services available to Customer; and
c.
Liability Cap
. For the purposes of the section of the Agreement
titled “Limitation on Amount of Liability”, where the event giving rise to
Liability is a breach of this Agreement or otherwise arises in connection
with the Resold Services, “Fees” as it is used in that Section means
“Reseller Fees”. If Customer or Google brings a claim under the Agreement,
then, for the purposes of establishing the Liability cap under the section
of the Agreement titled “Limitation on Amount of Liability”, upon Google's
request, Customer will (i) promptly disclose to Google the amount of any
Reseller Fees paid or payable under the Reseller Agreement; (ii) consent
to Reseller disclosing such amount to Google, notwithstanding Reseller's
confidentiality obligations under the Reseller Agreement; and (iii) procure
any consents necessary to enable Customer's or Reseller's disclosure under
this Section 14(c) (Liability Cap). Subject to the section of the Agreement
titled “Unlimited Liabilities”, Google will not be liable for damages under
this Agreement to the extent Customer has claimed damages from Reseller in
respect of the same event or series of events.
d.
Sharing Confidential Information.
Google may share Customer
Confidential Information with Reseller as a Delegate subject to the section
of the Agreement titled “Confidentiality” or “Confidential Information”.
e.
Reseller-Customer Relationship.
At Customer’s discretion,
Reseller may access Customer’s Account. As between Google and Customer,
Customer is solely responsible for (i) any access by Reseller to Customer's
Account; (ii) defining in the Reseller Agreement any rights or obligations
as between Reseller and Customer with respect to the Resold Services; and
(iii) verifying whether data provided to Google by Customer or End Users
through the Resold Services under the Account, and data that Customer
or End Users derive from that data through their use of the Resold Services,
will be under Customer’s or Reseller’s organizational resource. Google will
not have any Liability arising out of a Reseller’s (A) suspension or
termination of Customer’s access to the Services; (B) access to and
visibility of Customer’s Account and Customer’s Account’s billing-related
metadata; or (C) offering or provisioning of Reseller or third party products
or services.
f.
Reseller Technical Support.
Customer acknowledges and agrees
that Reseller may disclose Customer and End User personal data to Google
as reasonably required for Reseller to handle any support issues that
Customer escalates to or via Reseller.
15.
Customer Data.
Except to the extent
expressly described in the Agreement or required by applicable law, Customer
is responsible for all Customer Data, including securing and maintaining all
applicable rights required for Customer’s use of Customer Data.
16.
EU Data Act Terms
.
a.
Additional Definitions
. For purposes of this Section (EU Data Act Terms):
“
Completion Notice
” has the meaning given in Section 16(g)
(Switching Initiation and Process) and takes effect as described in that
Section.
“
Customer Account Information
” means information that is provided by Customer
when creating the Account for use with the Google DP Service(s).
"
Customer Configurations
" means configurations and settings
(including service and security settings for data) that are applied by
Customer within the Google DP Service(s).
“
Customer Defined Attributes
” means resource identifiers, attributes and other
data labels that are applied by Customer within the Google DP Service(s).
“
Data
” has the meaning given by the EUDA.
“
Data Processing Service
” (or “
DP Service
”) has the meaning given by the EUDA.
“Data Recovery Period”
means the period of at least 30 calendar days from the
end of the Migration Period until termination of the Agreement or
withdrawal of Customer’s Exit Notice under Section 16(g)(ii),
as applicable in accordance with Section 16(g) (Switching Initiation and
Process).
“
Digital Assets
” has the meaning given by the EUDA.
“
EUDA
” means Regulation (EU) 2023/2854 of the European Parliament and of the
Council of 13 December 2023 on harmonised rules on fair access to and use of
data and amending Regulation (EU) 2017/2394 and Directive (EU) 2020/1828.
“
Exit Notice
” has the meaning given in Section 16(e) (Customer’s Decision).
“
Exportable Data
” has the meaning given by the EUDA
(notwithstanding references to specific articles of the EUDA in the EUDA
definition).
“
Google DP Service
” means a DP Service provided by Google, as described at
https://cloud.google.com/terms/data-portability
(as may be updated from time
to time).
“
Google Metadata
” means Google-generated metadata that is (a) directly related
to Customer’s use of the Google DP Service(s) and (b) required by Google to
operate and maintain the Google DP Service(s) and by Customer to restore
service functionalities in the infrastructure of a destination provider of DP
Services or an On-Premises ICT Infrastructure.
“
Google Operational Data
” means Google-generated data (including metadata)
that is (a) not directly related to Customer’s use of the Google DP Service(s)
and (b) derived from Google’s systems and operation of the Google DP
Service(s).
“
ICT
” means information and communication technology.
“
Initiation Period
” means the period of 30 calendar days from the end of the
Intake Period.
“
Intake Period
” means the period of 14 calendar days from the date of
Customer’s submission of an Exit Notice.
“
Migration Period
” means the period of 30 calendar days from the end of the
Initiation Period, as applicable in accordance with Section 16(g)
(Switching Initiation and Process) and as may be extended in accordance with
Section 16(h) (Extended Migration Period).
“
Month End
” means the last day of a calendar month.
“
Non-Personal Data
” has the meaning given by the EUDA.
“
On-Premises ICT Infrastructure
” has the meaning given by the EUDA.
“
Parallel DP Service
” means a DP Service offered by a different provider and
procured by Customer for its own use in parallel with a Google DP Service.
“
personal data
” has the meaning given by the EU GDPR.
“
Processing
” has the meaning given by the EUDA.
“
Switching
” (or “
Switch
”) has the meaning given by the EUDA.
“
Switching Charges
” has the meaning given by the EUDA.
“
Trade Secret
” has the meaning given by the EUDA.
b.
Application.
This Section applies only (i) if Customer’s billing address is
in the European Economic Area and (ii) in respect of the Google DP Service(s).
c.
Compliance with EUDA
. Both parties will comply with their obligations under
the EUDA related to Switching from the Google DP Service(s), including
cooperating in good faith as required by the EUDA.
d.
Customer’s Right to Switch.
In accordance with this Section Customer may,
upon request, Switch from a Google DP Service to a DP Service offered by a
different provider and/or port all Exportable Data and Digital Assets to an
On-Premises ICT Infrastructure without undue delay during the Initiation
Period and Migration Period. For clarity, this right to Switch will not
prevent Customer from continuing to access the Google DP Service(s) during
the Data Recovery Period as described in Section 16(g) (Switching Initiation and Process).
e.
Customer’s Decision
. If Customer wishes to Switch from a Google DP Service
as described in Section 16(d) (Customer’s Right to Switch) during and/or after
the Initiation Period and/or wishes to erase its Exportable Data and Digital
Assets related to a Google DP Service(s) after the Initiation Period, Customer
must first notify Google of Customer’s decision by having a duly authorized
representative submit the form at
https://support.google.com/cloud/contact/cloud_exit
(an “Exit Notice”) and, if applicable, include the necessary details of any
destination provider of DP Services.
f.
Google’s Switching Obligations.
If Customer submits an Exit Notice as
described in Section 16(e) (Customer’s Decision), then Google will do the
following during the Initiation Period, Migration Period, and Data Recovery
Period, as applicable:
(i) provide reasonable assistance to Customer and third parties authorised by
Customer in the Switching process;
(ii) act with due care to maintain business continuity and continue the
provision of the Google DP Service(s) under the Agreement;
(iii) provide clear information concerning known risks to continuity in the
provision of the Google DP Service(s) under the Agreement, including via the
dashboard at
https://status.cloud.google.com
and/or the dashboard Customer may
choose to enable and configure via the Google DP Service(s) to access more
specific information (both of which dashboards are provided for informational
purposes only);
(iv) maintain a continued high level of security throughout the Switching
process, in particular for Exportable Data and Digital Assets during their
export and during the Data Recovery Period, in accordance with applicable
European Union or national law;
(v) enable Customer, in a manner consistent with the functionality of the
Google DP Service(s), to export the categories of Data and Digital Assets
described in Section 16(g) (Switching Initiation and Process); and
(vi) otherwise support Customer’s exit strategy for the relevant Google DP
Service(s), including by assigning a Google support agent during the Intake
Period to coordinate Google’s assistance with the Switching process and by
providing all relevant information.
g.
Switching Initiation and Process
. If Customer submits an Exit Notice as
described in Section 16(e) (Customer’s Decision), then Customer will be
responsible for initiating the Switching process (if applicable) during the
Initiation Period with at least two (2) working days’ prior notice to its
assigned Google support agent, subject to the following:
(i) if Customer has opted for only Switching as described in Section 16(e)
(Customer’s Decision) but does not initiate the Switching process in
compliance with this Section by the end of the Initiation Period, then in
relation to any Google DP Service(s) covered by Customer’s decision:
(A) neither a Migration Period nor Data Recovery Period will apply;
(B) Customer will be deemed to have withdrawn its Exit Notice
(without limiting Customer’s ability to submit another one); and
(C) the Agreement will remain in force;
(ii) If Customer has opted for Switching as described in Section 16(e)
(Customer’s Decision) and initiates the Switching process in compliance with
this Section by the end of the Initiation Period, then in relation to any
Google DP Service(s) covered by Customer’s decision:
(A) a Migration Period and Data Recovery Period will apply;
(B) the categories of Data and Digital Assets that can be exported during the
Switching process are as follows:
a) Exportable Data comprising Customer Account Information, Customer
Configurations, Customer Data and Google Metadata; and
b) Customer Applications;
(C) the categories of Data that are exempted from Exportable Data, without the
exemption impeding or delaying the Switching process, are as follows:
a) Data specific to the internal functioning of the Google DP Service(s) that
would, if exported, risk a breach of Google’s Trade Secrets, namely Google
Operational Data; and
b) Data related to the integrity and/or security of the Google DP Service(s)
that would, if exported, expose Google to cybersecurity vulnerabilities;
(D) for clarity, Exportable Data excludes the following by definition:
a) Data not directly or indirectly generated or cogenerated by Customer’s use of
the Google DP Service(s); and
b) assets or Data protected by intellectual property rights, or constituting a
Trade Secret, of Google or third parties;
(E) as between the parties and without limiting any of Google’s obligations
under this Section, Customer will be responsible for:
a) its storage of any copies of Data and Digital Assets
(including Exportable Data) related to the Google DP Service(s) outside
Google’s or Google’s Subprocessors’ systems;
b) the security of any Data and Digital Assets (including Exportable Data) outside
Google’s and Google’s Subprocessors’ systems (including the security of Data
and Digital Assets on systems managed or controlled by the destination provider
of DP Services or on Customer’s own infrastructure);
c) driving and managing the Switching process, in particular during the
Initiation Period and Migration Period;
d) all acts and omissions of third parties engaged by Customer in relation to
the Switching process;
(F) after the Migration Period:
a) Customer may no longer migrate workloads or production data (or otherwise
consume networking resources) for Switching purposes, but may complete other
aspects of the Switching process such as data retrieval;
b) Customer will:
(i) be responsible for notifying Google of Customer’s successful completion of
the Switching process by having a duly authorized representative submit the form
at
https://support.google.com/cloud/contact/cloud_exit_completion
(a “Completion Notice”) no earlier than the first day
after the Migration Period and within 180 calendar days of the end of the
Migration Period;
(ii) be deemed to have terminated the Agreement for convenience, a minimum of 30
calendar days after the date of Customer’s submission of the Completion
Notice, at the Month End following such minimum period; and
(iii) if Customer fails to submit a Completion Notice within 180 calendar days
of the end of the Migration Period, be deemed to have withdrawn its Exit Notice
at the end of such 180-day period (without limiting Customer’s ability to submit another one);
c) Google will notify Customer of any such termination and, subject to Section
16(i) (Customer’s Partial Exit), fully erase all Exportable Data and Digital
Assets generated directly by Customer or relating to Customer directly in
accordance with the Cloud Data Processing Addendum (as applicable);
(G) Google will not impose any Switching Charges for the Switching process
described in this Section; and/or
(iii) If Customer has opted for erasure as described in Section 16(e)
(Customer’s Decision), then in relation to the Google DP Service(s) covered by
Customer’s decision:
(A) if Section 16(g)(ii) also applies, then:
a) a Migration Period and Data Recovery Period will apply as described in
Section 16(g)(ii); and
b) erasure of Exportable Data and Digital Assets will be governed by Section
16(g)(ii); and
(B) if Section 16(g)(ii) does not also apply, then:
a) neither a Migration Period nor Data Recovery Period will apply;
b) Customer will be deemed to have terminated the Agreement for convenience at
the end of the Initiation Period; and
c) Google will notify Customer of such termination and, subject to Section 16(i)
(Customer’s Partial Exit), fully erase all Exportable Data and Digital Assets
generated directly by Customer or relating to Customer directly in accordance
with the Cloud Data Processing Addendum (as applicable).
h.
Extended Migration Period
. The Migration Period may be extended:
(i) once by Google, if Google believes a Migration Period of 30 calendar days
is not technically feasible; notifies Customer during the Intake Period; and,
in Google’s notice, duly justifies the technical unfeasibility and defines an
alternative Migration Period of no greater than 7 months; and
(ii) once by Customer, if Customer wishes to have a longer Migration Period for
any reason; notifies its assigned Google support agent during the then-current
Migration Period; and, in Customer’s notice, defines an alternative Migration
Period.
i.
Customer’s Partial Exit
. If, on the date of deemed termination of the
Agreement in relation to the Google DP Service(s) under Section 16(g)
(Switching Initiation and Process), Customer continues to use or order any other
Services under the Agreement, Customer acknowledges that the Agreement will
continue to apply to such other Services and agrees to defer full erasure
under Section 16(g) (Switching Initiation and Process) of Exportable Data and
Digital Assets related to the Google DP Service(s) until the Agreement
terminates in its entirety.
j.
Required Information
. Google will provide Customer with the following
information and keep it up to date:
(i) information about available procedures for Switching and porting to and
from the Google DP Service(s), including information about available Switching
and porting methods and formats as well as restrictions and technical
limitations known to Google, at
https://cloud.google.com/terms/data-portability
;
(ii) details of all data structures, data formats, relevant standards and open
interoperability specifications available or applicable for the Exportable
Data referred to in Section 16(g)(ii)(B) at
https://cloud.google.com/terms/data-portability
;
(iii) information about the jurisdictions to which the ICT infrastructure
deployed for Data Processing of the Google DP Service(s) is or may be subject
at
https://cloud.google.com/about/locations
,
https://cloud.google.com/vpc/docs/edge-locations
,
https://cloud.google.com/cdn/docs/locations
and
https://cloud.google.com/network-connectivity/docs/interconnect/concepts/colocation-facilities
; and
(iv) a general description of the technical, organisational, and contractual
measures adopted by Google as provider of the Google DP Service(s) to prevent
international governmental access to or the transfer of Non-Personal Data held
in the European Union, where such access or transfer would conflict with EU or
EU Member State law, in:
(A) the Cloud Data Processing Addendum, including Sections 7 (Data Security) and
11 (Subprocessors) of the General Terms, Appendix 2 (Security Measures) and
the Google Cloud Platform section of Appendix 4 (Specific Products); and
(B) the remainder of the Agreement, including the sections entitled
“Confidential Information” and “Representations and Warranties”.
k.
Agreement Duration; Separate Rights; Notices; Pre-GA Offerings.
For clarity:
(i) the Agreement will remain in effect, and Customer will be responsible for
the Fees or Reseller Fees it incurs, until the effective date of termination
of the Agreement in relation to the relevant Service(s);
(ii) nothing in this Section will limit Customer’s separate right to delete or
export Customer Data in accordance with the Cloud Data Processing Addendum, to
terminate the Agreement or to stop using a Google DP Service at any time;
(iii) all notices given under this Section must be in writing; and
(iv) Google has no obligations under Chapter VI of the EUDA or this Section in
respect of Pre-GA Offerings.
l.
Interoperability
. Unless Customer has submitted an Exit Notice as
described in Section 16(e) (Customer’s Decision) for the relevant Google DP
Service, Customer may export Data from a Google DP Service to a Parallel DP
Service as described at
https://cloud.google.com/data-transfer-essentials/docs/overview
(as may be updated from time to time), subject to the following:
(i) subsections (ii) and (iv) of Section 16(f) (Google’s Switching Obligations)
and subsections (ii) (B), (C) and (D) of Section 16(g)
(Switching Initiation and Process) will apply mutatis mutandis to facilitate
interoperability for the purpose of such parallel use of DP Services; and
(ii) if Google imposes any data egress charges for such Data exports (as
described at the above URL), Google may do so only for the purpose of passing
on the egress costs incurred by Google, without exceeding such costs.
m.
Compliance Review
. Google may monitor or review the movement of Data or
Digital Assets away from a Google DP Service to verify that Customer’s
Switching process or Data export complies with this Section.
n.
Precedence
. To the extent of any conflict between:
(i) this Section and the EU GDPR, the EU GDPR will prevail with respect to
personal data; and
(ii) this Section and Google’s right to terminate the Agreement for an uncured
material breach by Customer, Google’s termination right will prevail.
o.
Transition; Availability of Terms
. Customer acknowledges that:
(i) this Section was made available prior to Customer’s entry into the Agreement
in relation to the Google DP Service(s) or that the Agreement was in force in
relation to the Google DP Service(s) on 9 September 2025 when this Section was
first published; and
(ii) Customer may store and reproduce this Section at any time by selecting
“Expand all” at the top of
https://cloud.google.com/terms/service-terms
and then printing (and/or saving) all Service Specific Terms, including this
Section, as a PDF.
17.
Survival.
The
following Sections of these General Service Terms will
survive expiration or termination of the Agreement: (a)
Liability and the Disclaimer subsections in the
Google-Managed Multi-Cloud Section and Pre-GA Offerings
Terms; (b) Benchmarking; (c) the following subsections of the Resold
Customers section: subsection (b)(vii);
subsection (c) (Liability Cap); subsection (d) (Sharing Confidential
Information); and subsection (e) (Reseller-Customer Relationship); and (d)
Google’s obligations under the EU Data Act Terms with respect to erasure of
Exportable Data and Digital Assets.
The following terms apply only to the Service(s)
indicated in the Section title.
Please note that as of February 18, 2026, all section numbers beginning with
Section 9 (Cloud NGFW and Cloud Intrusion Detection System (Cloud IDS)),
including all entries in the “AI/ML” Section formerly beginning on Section 13
(Definitions), were moved up by one number.
Compute
1.
App Engine - Data
Location.
Customer may configure App
Engine to store Customer Data in the United States or
European Union, and Google will store that Customer Data
at rest only in that location. The Service does not limit
the locations from which Customer or Customer End Users
may access Customer Data or to which they may move
Customer Data. For clarity, Customer Data does not include
resource identifiers, attributes, or other data labels.
2.
Google Cloud
VMware Engine (GCVE).
a.
Definitions
. For
the purposes of this Section:
“
CA Software
” means
certain third-party software underlying GCVE, which
includes VMware Cloud Foundation (VCF) software (for the
avoidance of doubt, CA Software is not “Software” as
defined in the Agreement); and
“
CA, Inc.
” means CA,
Inc. (the entity that licenses the CA Software), its
applicable affiliate (such as Broadcom or VMware), or a
successor entity to either of the foregoing.
b
.
Customer Security Obligations
. Google may
not have access to Customer's VMware environment or be
able to encrypt personal data in Customer's VMware
environment.
c.
Usage Reporting
.
Google may send certain information including usage
metrics, location, and Customer’s status as a GCVE
customer to CA, Inc. This information will not include
Customer Data.
d.
Service Restrictions
. Customer agrees to comply
with all of the terms and conditions listed in
https://cloud.google.com/vmware-engine/docs
or a successor URL (as such terms and conditions may be
updated by Google from time to time), including in the
linked “Product Restrictions” page.
e.
CA Software
. In the
course of using GCVE, Customer may have access to copies
of the CA Software. Customer agrees that Customer will
maintain the appropriate entitlements to use the CA
Software (e.g., licenses from CA, Inc. to use the CA
Software outside of GCVE).
f.
Licensing Portability Customers.
If Customer is
using a GCVE SKU that supports CA Software licensing
portability (as described in the Documentation), then
Customer will (i) purchase an entitlement to the CA
Software from CA, Inc. or a reseller of CA, Inc., and (ii)
comply with all applicable sections of its agreement
governing such purchase. Customer acknowledges and agrees
that if Customer purchases such entitlements, then Google
may restrict Customer’s access to GCVE upon instruction
from CA, Inc., in which case (A) Google will have no
liability to Customer (including no responsibility to
return pre-paid Fees) for such restrictions and (B)
Customer will still be responsible for all GCVE financial
commitments.
g.
Prepaid 3-Year Committed Units
. Partners purchasing
prepaid 3-year Committed Unit(s) (as defined in “Pricing
and Billing Terms” below) for GCVE on or after July 18,
2024 may not use those Committed Unit(s) to make any
multi-tenant CA, Inc. interfaces available to multiple
customers.
h.
Aria Suite.
If Customer is using the “Aria Suite” in a self-managed
capacity as part of Customer’s use of GCVE, Customer acknowledges and agrees
that installation, configuration, maintenance, and security patching for the
Aria Suite is Customer’s sole responsibility. Customer will ensure that the
environment is maintained and patched in a timely manner after receiving
patches and other updates from Google, including from a security standpoint
(e.g., critical security patches). Further, Customer will enable Google to
provide the support required for any use of Aria Suite. Google will not be
responsible for any liability that ensues from Customer’s failure to comply
with this Section.
i.
VMware Cloud Universal Program (“VMware Universal”).
VMware, Inc. (“
VMware
”) and VMware partners sell
credits through VMware Universal that may be applied
towards GCVE in accordance with Customer’s agreement with
VMware. Customer’s purchase and use of GCVE through VMware
Universal is subject to the Agreement and the following
terms.
(i) The Agreement’s payment
terms will not apply, and all fees will be payable to
VMware and determined solely between VMware and Customer.
(ii)
Data Sharing with VMware.
(A) Google may share
with VMware information regarding Customer’s use of GCVE
and Google Cloud Platform.
(B) Customer acknowledges
that, to the extent Customer provides any data to VMware
in connection with GCVE, VMware may share such data with
Google to the extent reasonably required to provide GCVE
(including technical support) and administer VMware
Universal.
(C) If Customer brings a
claim under the Agreement related to GCVE, Customer
acknowledges that VMware may disclose to Google the fees
or other amounts paid or payable by Customer to VMware for
GCVE, and any other terms of the agreement between
Customer and VMware regarding GCVE or either party’s
performance under that agreement.
(iii)
Remedies
.
Customer will seek any applicable SLA credits and monetary
remedies described in the Agreement from VMware (and will
not do so from Google).
(iv)
Support
. Google
will provide technical support to Customer in accordance
with the Agreement. Support fees for GCVE may be charged
by VMware to Customer.
(v)
Financial Commitments
. If Customer has made
financial commitments in an Order Form or addendum to the
Agreement, then Google may apply Customer's GCVE
consumption (at a rate determined by Google), or a portion
of the applicable fees Google receives from VMware, to
those commitments.
j.
Termination
.
Customer agrees that if Customer materially breaches
either (i) this Section or (ii) any other provision of the
Agreement with respect to GCVE, then Google may, at its
discretion, opt to exercise its “Termination for Breach”
or “Termination for Cause” right under the Agreement with
respect to GCVE only, in which case Customer may no longer
access GCVE but may still access other Services.
3.
BigQuery.
a.
Simba ODBC/JDBC Drivers.
The Simba ODBC and JDBC drivers for
BigQuery (described
here
)
are “Software” as defined in the Agreement and their use
is subject to the “General Software Terms.” These drivers
may only be used with BigQuery.
b.
Sharing (Analytics Hub).
(i)
Introduction
.
Sharing in BigQuery (formerly known as Analytics Hub) helps customers publish
and share sets of Customer Data (“Datasets”) with other BigQuery
customers as subscribers. Datasets are organized into
shared repositories (“Exchanges”) with each Dataset’s
listings including additional listing information
(“Listing Materials”) managed by the administrator of that
Exchange (“Exchange Administrator”).
(ii)
Exchange Administrators
. When acting as an
Exchange Administrator: (A) Customer Listing Materials are
considered Customer Data and (B) Customer is responsible
for any Datasets listed in its Exchange, including
handling takedown requests and securing necessary rights
and consents.
(iii)
Disclaimer
.
Google is not responsible for and will have no liability
for (A) any terms or relationships between Customer and
any third party or (B) any Datasets.
4.
Data Studio (formerly Looker Studio).
This Agreement only applies
to (a) Data Studio Pro or (b) Data Studio if Customer
has selected it to govern in the Admin Console.
5.
Google Earth Engine.
a.
Non-Commercial Use.
Use of the free,
non-commercial / research activities edition of Google
Earth Engine is subject to the terms at
https://earthengine.google.com/terms/
or a successor URL, which may be updated by Google
periodically.
b.
Incorporation into Applications
. Customer
may not allow End Users of Customer’s Applications to
directly access or interact with the Google Earth Engine
APIs unless those End Users have their own Google Cloud
Platform Accounts and have access to Google Earth Engine
from those Accounts.
6.
Compute Engine.
a.
Future Reservations.
Customer may request a future
reservation, as described at
https://cloud.google.com/compute/docs/future-reservations
(or a successor URL), by following the instructions at
that URL. Google will determine in its sole discretion
whether to approve each future reservation request, and
approval will not be unreasonably withheld or delayed.
Reserved VMs may not be transferred or shared amongst
multiple customers by Customer (if the Customer is a
reseller or supplier of Google Cloud Platform).
b.
Capacity Adjustments.
Google reserves the right to (1) deploy Services
for its other customers in the same Region(s) as any Compute Engine capacity
made available to Customer and (2) notwithstanding the initial Region
identified for any Compute Engine capacity made available to Customer,
transfer all or a portion of that capacity from one Region to another Region,
provided that, in each case of (1)-(2), such actions do not delay delivery of
the applicable capacity or adversely impact its cost, functionality, features,
performance, security, or availability.
Networking
7.
Cloud Interconnect.
a.
Partner Interconnect
. Customer will
independently engage a network service provider who has
agreed with Google to supply connectivity between Customer
and Google under Google’s partner terms for Partner
Interconnect. Google is not responsible for any issues
arising outside of Google’s network.
b.
Cross-Site Interconnect (CSI).
Notwithstanding any
telecommunications restrictions in the Agreement, Customer may use CSI only
in the countries listed at
https://cloud.google.com/network-connectivity/docs/interconnect/concepts/cross-site-locations
.
In order for Customer to use CSI, Customer must establish Dedicated
Interconnect presence with Google Cloud and may only use CSI in combination
with that Dedicated Interconnect service offering. To the extent that
Customer's use of CSI is subject to a Legal Process requesting Customer
Data, Google will not be responsible for responding and Customer must
directly respond to those requests.
8.
Cloud Network Insights.
Cloud Network Insights enables access to Broadcom AppNeta
("AppNeta"), a Third-Party Offering provided by the Broadcom, Inc. affiliate
specified in the Broadcom End User Agreement at
https://www.broadcom.com/company/legal/licensing
("Broadcom"). Customer
acknowledges that even if Customer enacts in the Admin Console a policy that
restricts third party apps, platforms, or other offerings from accessing
Customer’s Account or Projects, Customer will still be able to access AppNeta
when Cloud Network Insights is enabled, and Customer agrees that such access
is permitted. Customer acknowledges that Broadcom will have control over
AppNeta resources, metrics, and logs within Customer's Projects, and agrees that
Google will have no responsibility or liability related to those resources,
metrics, and logs. Google is required to share, and Customer consents to Google
sharing, certain Customer information with Broadcom to enable the provision
and running of AppNeta, as well as to provide TSS. This includes Customer's
Project IDs and Project numbers (which AppNeta uses to identify and associate
Customer's Google Cloud resources), Customer's organization name, number and ID,
and contact details, and other data if required to enable the provision and
running of AppNeta within Cloud Network Insights, and the provision of TSS.
Any subsequent processing of such information by Broadcom is subject to the
Broadcom Data Processing Addendum as described in the Third-Party Terms Section
below. In addition, Google may access and process Customer Data in the AppNeta
environment for limited purposes, as further described in Appendix 4 (Specific
Products) of the Cloud Data Processing Addendum.
9.
Cloud NGFW
and
Cloud Intrusion Detection
System (Cloud IDS).
Notwithstanding anything to
the contrary in the “Benchmarking” section of the General
Service Terms of these Service Specific Terms, Customer
will not, and will not allow End Users to, disclose,
publish, or otherwise make publicly-available any
benchmark, or performance or comparison tests that are run
on either the edition of Cloud NGFW titled “Cloud NGFW
Enterprise” or Cloud IDS and that are conducted by
Customer or an End User (or a third party authorized by
Customer or an End User).
10.
Network
Connectivity Center (NCC).
a.
Generally
. Notwithstanding any
telecommunications restrictions in the Agreement,
Customer may use NCC only in the countries listed at
https://cloud.google.com/network-connectivity/docs/network-connectivity-center/concepts/locations
.
In order for Customer to use NCC, Customer must establish a Virtual Private
Cloud (VPC) presence with Google Cloud and may only use NCC in combination
with that VPC service offering.
b.
NCC Gateway
. NCC Gateway enables Customer to
establish a connection to first-party and third-party security solutions
(“3PSS”), as described in the
Documentation
. Customer’s access to and use
of a 3PSS through NCC Gateway is governed solely by the terms and
conditions between Customer and the applicable 3PSS provider. By enabling a
connection to a 3PSS through NCC Gateway, Customer instructs Google to share
Customer Data with the applicable 3PSS provider to enable the provision and
running of such 3PSS, as well as to provide TSS. Customer acknowledges that
the 3PSS providers are not acting as Google’s subprocessors, and as such any
Customer Data that is shared with a 3PSS provider will be processed in
accordance with that 3PSS provider’s data processing terms (and not the
Cloud Data Processing Addendum). Customer acknowledges that Google
exercises no control over, and is not responsible or liable for, the 3PSS
available through NCC Gateway.
11.
Spectrum Access System.
a.
Governing Agreement.
This Section 11
(Spectrum Access System) only applies to Customers
procuring SAS under the terms of this Agreement.
b.
Additional Customer Obligations.
Customer is solely
responsible for (i) the installation, operation,
maintenance, and repair of Registered CBSDs; (ii)
staffing, instructing, and managing personnel performing
the installation, operation, maintenance, and repair of
Registered CBSDs; (iii) ensuring that such personnel are
certified by WInnForum to the extent required by
applicable law; and (iv) procuring and maintaining
connectivity with Spectrum Access System to enable the
ordering and registration of CBSDs and the use of
Registered CBSDs. For clarity, Section 2(b) (Operations of
Communications Services) in the General Services Terms of
these Service Specific Terms does not prohibit Customer
from using Spectrum Access System in compliance with this
Section 10 (Spectrum Access System).
c.
Applicable Law
.
Spectrum Access System is subject to Federal
Communications Commission (“FCC”) regulations. Each party
will comply with the rules and implementing orders of the
FCC (including 47 C.F.R. Part 96), the Department of
Defense, and the National Telecommunications and
Information Administration, along with the duly adopted
Release 1 standards of WInnForum, to the extent applicable
to that party’s provision, receipt, or use of Spectrum
Access System.
d.
No Personal Data
.
Except for any Customer Account Information that may
include personal data, Customer will not provide any CBSD
Endpoint User Information or other regulated data to
Google through Customer’s use of Spectrum Access System.
e.
Definitions
.
“
CBSD
” means a device
with a radio access point that is certified by the FCC to
operate in the Citizens Broadband Radio Services
band.
“
CBSD Registration Information
” means data relating
to the location, identification, operating parameters, and
other aspects of Registered CBSDs.
“
CBSD Reporting Data
”
means the anonymized or aggregated data and metadata
Google receives from the Registered CBSDs during
Customer’s use of Spectrum Access System.
“
CBSD Endpoint
” means
a device that may establish wireless connectivity with the
authorization of a Registered CBSD.
“
CBSD Endpoint User
”
means an individual that uses any CBSD Endpoint.
“
CBSD Endpoint User Information
” means any
information, data, or content relating to a CBSD Endpoint
User, including (i) billing and usage information,
passwords, and PINs; (ii)
transmitted
or received
content information; (iii) authentication
information and any other demographic information; and
(iv) other information in connection with use by a
CBSD Endpoint User of a CBSD Endpoint on any Registered
CBSD or network of Registered CBSDs (excluding any
information that may qualify as CBSD Registration
Information or CBSD Reporting Data).
“
Customer Account Information
” means information
provided by Customer in connection with the registration
of CBSDs, which information consists of (i) contact and account
information for Customer; (ii) identification
information for all Registered CBSDs registered to
Customer, as prescribed by WInnForum standards;
(iii) identifying information for all groups of CBSDs
for Customer; and (iv) information relating to
Customer’s priority access licenses (as applicable),
including identification numbers, boundary information,
protection area, CBSD cluster lists, grouping information,
and any leases of such priority access licenses.
“
Registered CBSD
”
means a CBSD that is registered with Google and operated
by Customer via Spectrum Access System.
“
WInnForum
” means the
Wireless Innovation Forum or any successor organization.
Developer Tools
12.
Assured Open Source Software (AOSS).
TSS is not
available for free tiers of AOSS.
13.
Google Device Cloud.
a.
License Agreement.
Customer’s access to and use of a Device
Partner’s testing device or the Partner Device Lab itself through Google
Device Cloud is governed solely by the license agreement between Customer
and the Device Partner. By enabling the Partner Device Lab or by accessing
any Device Partner testing device through the Google Device Cloud service,
Customer accepts the license agreement terms presented at the time of
initial access and instructs Google to share Customer Data with that Device
Partner for use by the Device Partner for the sole purpose of executing
development tests. Customer acknowledges that Device Partners are not
acting as Google’s subprocessors, and as such any Customer Data that is
shared with a Device Partner will be processed in accordance with that
Device Partner’s data processing terms (and not the Cloud Data Processing
Addendum). Customer acknowledges that Google exercises no control over
the operation or location of Partner Device Labs offered through Google
Device Cloud and is not responsible or liable for Device Partner’s actions,
labs or devices.
b.
Definition(s)
.
“Device Partner”
means a device manufacturing company that maintains a lab of Android-based
devices for purposes of connecting to the Google infrastructure.
AI
/ ML Services
14.
Definitions
(formerly Section 13
(Definitions))
.
“
Agentic AI Services
” include (i) Gemini Enterprise and (ii) other
agentic artificial intelligence features or functionality of the Google
Cloud Platform Services.
“
AI Agents
” are goal-oriented, AI systems or workflows that perform
actions or tasks on behalf of Customer in a supervised or autonomous manner
that Customer may create, orchestrate, or initiate within an Agentic AI
Service.
“
Customer Adapter Model
” means an adapter model
that Customer creates using its Customer Data with an
AI/ML Service.
“
Customer Model
” means
(i) a model that Customer creates without using a Google
Pre-Trained Model or (ii) a model owned by Customer that
Customer uploads, fine tunes, or deploys in AI/ML
Services. Customer Models do not include Customer Adapter
Models.
“
Google Customer-Trained
Model
” means a model trained or retrained by
Customer that leverages Google’s pre-existing intellectual
property using an AI/ML Service and not released as an
open model under an open source or other license.
“
Google Models
” means
Google Pre-Trained Models, Modified Google Models, and
Google Customer-Trained Models.
“
Google Pre-Trained Model
” means a model trained by
Google and not released as an open model under an open
source or other license.
“
Modified Google Model
” means a Google
Pre-Trained Model that Customer modifies by using Customer Data and
an AI/ML Service (such as training, distilling, or fine-tuning).
“
Separate Offering
”
means a model, dataset, application, product, service,
solution, AI Agent or any other offering that Google makes
available for a Customer’s use with AI/ML Services that is
subject to terms and conditions separate from the
Agreement, such as an open source license, third party
terms, or other terms.
15.
Intellectual Property Terms for AI/ML Services
(formerly
Section 14 (Intellectual Property Terms for AI/ML Services))
.
a.
Non-Google
Models
. As between
Customer and Google and in connection with use of an AI/ML
Service (as described at
https://cloud.google.com/terms/services
),
Google does not assert any ownership rights in (i)
Customer Models, (ii) Customer Adapter Models, or (iii)
Separate Offerings, each to the extent they do not contain
any pre-existing Google intellectual property.
b.
Google Models
.
Customer will have sole access to use Modified Google
Models and Google Customer-Trained Models. Neither Google
nor any third party not authorized by Customer may access
or use Modified Google Models and Google
Customer-Trained Models, including after expiration or
termination of the Agreement. Google owns all Intellectual
Property Rights in Google Models. Where permitted by the
AI/ML Service, any exported Modified Google Model is
licensed as Software.
16.
AI/ML Data Location
(formerly Section 15 (AI/ML Data Location))
.
Customer may configure the Services listed at
https://cloud.google.com/terms/data-residency
to (a) store Customer Data at rest and (b) perform machine
learning processing of Customer Data by the Service, in
each case in a specific Multi-Region, and Google will
perform (a) and (b) only in that Multi-Region. For
clarity, Customer Data does not include resource
identifiers, attributes, or other data labels.
17.
Use Restrictions for AI/ML Services
(formerly Section 16 (Use
Restrictions for AI/ML Services))
.
a.
Competitive Use.
Customer will not, and will not
allow End Users to use an AI/ML Service or Generated
Output to develop a similar or competing product or
service. Google may immediately suspend or terminate
Customer's use of any AI/ML Service based on any suspected
violation of the preceding sentence. This
restriction does not apply to Gemini Enterprise Agent Platform
(formerly Vertex AI Platform) so
long as Customer does not use a Google Pre-Trained Model.
b
. ​​Model Restrictions.
Customer will not, and
will not allow End Users to, use output from an AI/ML
Service (including Generated Output) to: (i) substitute,
replace, or circumvent the use of a Google Model, directly
or indirectly, or (ii) create or improve models similar to
a Google Model. However, if an AI/ML Service offers the
feature of fine-tuning or model distillation, Customer may use output from that
AI/ML Service (including Generated Output) to modify and
use Modified Google Models instead of Google Pre-Trained
Models.
c.
No Reverse Engineering
. Customer will not, and will
not allow End Users to, reverse engineer or extract any
components of an AI/ML Service, Software, or its models
(such as using prompts to discover training data). Google
may immediately suspend or terminate Customer's use of any
AI/ML Service based on any suspected violation of the
preceding sentence.
18.
Training Restriction
(formerly Section 17 (Training Restriction))
.
Google will not use Customer
Data to train or fine-tune any AI/ML models without
Customer's prior permission or instruction.
19.
Separate Offerings
and Customer Models
(formerly Section
18 (Separate Offerings and Customer Models))
.
a.
Use of Separate Offerings on the Google Cloud Platform
.
Customer’s use of Separate Offerings is subject to
separate terms and conditions.
b.
Disclaimer and Indemnity
. Google disclaims all
liability arising from Customer’s use of Separate
Offerings and Customer Models, and Google’s
indemnification obligations do not apply to allegations
arising from Separate Offerings or Customer Models.
20.
Generative AI
Services
(formerly Section 19 (Generative AI Services))
.
a.
Definition.
“Generated Output” means the
data or content generated by a Generative AI Service
prompted by Customer Data. Generated Output is Customer
Data. As between Customer and Google, Google does not
assert any ownership rights in any new intellectual
property created in the Generated Output.
b.
Disclaimer.
Generative AI Services (as described
at
https://cloud.google.com/terms/services
)
use emerging technology, may provide inaccurate or
offensive Generated Output, and are not designed for or
intended to meet Customer’s regulatory, legal, or other
obligations. Customer acknowledges that a Generative AI
Service may, in some scenarios, produce the same or
similar Generated Output for multiple
customers.
c.
Prohibited Use
Policy
. For the purposes of Generative AI Services,
the Prohibited Use Policy located at
https://policies.google.com/terms/generative-ai/use-policy
,
as may be updated from time to time, is incorporated into
the AUP.
d.
Age Restrictions
.
Customer will not, and will not allow End Users to, use a
Generative AI Service as part of a website, Customer
Application, or other online service that is directed
towards or is likely to be accessed by individuals under
the age of 18.
e.
Healthcare
Restrictions
. Customer will not, and will not allow
End Users to, use the Generative AI Services for clinical
purposes (for clarity, non-clinical research, scheduling,
or other administrative tasks is not restricted), as a
substitute for professional medical advice, or in any
manner that is overseen by or requires clearance or
approval from any applicable regulatory authority.
f.
Suspected
Violations
. Google may immediately suspend or
terminate Customer's use of a Generative AI Service based
on any suspected violation of Section 17(b) or subsection
(d) above.
g.
Restrictions
. The
restrictions contained in subsections (d) and (e) above
are deemed to be “Restrictions” or “Use Restrictions”
under the applicable Agreement.
h.
Handling of Prompts and Generated Output
.
Absent Customer’s prior permission or instruction, Google
will not store outside Customer’s Account (i) Customer
Data prompted to a Generative AI Service for longer than
is reasonably necessary to create the Generated Output, or
(ii) the Generated Output.
i.
Additional Google Indemnification Obligations
.
(i)
Generated Output.
Google’s indemnification obligations under the Agreement
also apply to allegations that an unmodified Generated
Output from a Generative AI Indemnified Service using only
Google Pre-Trained Model(s), a Modified Google Model, or
a Customer Adapter Model used with a Google Pre-Trained
Model infringes a third party’s Intellectual Property
Rights. This subsection (i) (Generated Output) does not
apply if the allegation relates to a Generated Output
where: (1) Customer creates or uses such Generated Output
that it knew or should have known was likely infringing,
(2) Customer (or Google at Customer’s instruction)
disregards, disables, modifies, or circumvents source
citations, filters, instructions, or other tools Google
makes available to help Customer create or use Generated
Output responsibly, (3) Customer uses such Generated
Output after receiving notice of an infringement claim
from the rightsholder or its authorized agent, (4) the
allegation is based on a trademark-related right as a
result of Customer’s use of such Generated Output in trade
or commerce, or (5) Customer does not have the necessary
rights to the Customer Data used to customize or retrain
the Modified Google Model or Customer Adapter Model, or
customize such Generated Output using a Generative AI
Service. “Generative AI Indemnified Service” means a
Service or feature listed at
https://cloud.google.com/terms/generative-ai-indemnified-services
,
where the use of such Service or feature is not provided
to Customer free of charge.
(ii)
Training Data.
Google’s indemnification obligations under the Agreement
also apply to allegations that Google’s use of training
data to create any Google Pre-Trained Model utilized by a
Generative AI Service infringes a third party’s
Intellectual Property Rights. This indemnity does not
cover allegations related to a specific Generated Output,
which may be covered by subsection (i) (Generated Output)
above.
j.
Modifying, Disregarding, or Disabling Safety Filters
.
Google makes available safety filters for certain
Generative AI Services. Customer is solely responsible for
(i) its use, non-use, or modification (including
modifications made by Google at Customer’s instruction) of
safety filters in creating Generated Output, and (ii)
disregarding safety instructions or Documentation.
k
. Grounding with Google Search
. “Grounding with
Google Search” is a generative AI feature of Generative AI on
Gemini Enterprise Agent Platform (formerly Generative AI on Vertex AI)
that provides Grounded Results and Search Suggestions.
“Grounded Results” mean responses that Google generates
using the prompt from the End User, contextual information
that Customer may provide (as applicable), and results
from Google’s search engine. "Search Suggestions" mean search suggestions
that Google provides with the Grounded Results. If a
Grounded Result is clicked on, separate terms (not these
terms) govern the destination page. If a Search Suggestion
is clicked on, the
Google Terms of Service
govern the
google.com
destination page. Grounded Results and Search Suggestions
are Generated Output. “Links” are any means to fetch web
pages (including hyperlinks and URLs) which may be
contained in a Grounded Result or Search Suggestion. Links
also include titles or labels provided with those means to
fetch web pages. Excluding a Customer-owned web domain,
Customer will not assert ownership rights in any
intellectual property in Search Suggestions or Links in
Grounded Results.
(i)
Use Restrictions for Grounding with Google Search
.
Customer:
(1) Will only use Grounding
with Google Search in a Customer Application that is owned
and operated by the Customer. Customer will only display the
Grounded Results with the associated Search Suggestion(s)
to the End User who submitted the prompt; provided, however,
that Customer may elect not to display Search Suggestions subject to the
conditions set forth on the
Pricing
page.
(2) Will not, and will not
allow its End Users or any third party to, cache, frame,
syndicate, resell, analyze,
train on, or otherwise learn from Grounded Results or
Search Suggestions. For clarity, Grounded Results, Search Suggestions, and
Links are intended to be used in combination to respond to a given End User
prompt and it is a violation of these terms to use Grounding with Google
Search to extract or collect one or more of these components for another
purpose (for example, using programmatic or automated means to collect Links,
using Links to build an index, or using Links to identify destination pages
for crawling or scraping).
(3) Will not, and will not allow its End Users
or any third party to, copy, store, or implement any click tracking, Link-tracking
or other monitoring of Grounded Results or Search Suggestions, except that:
(3.1) Customer may copy and store, for up to
two (2) years, the Grounded Results:
(3.1.1) that were displayed
by Customer only to evaluate
and optimize the display of the Grounded Results in the
Customer Application;
(3.1.2) in the chat history of
an End User of the Customer Application only for the purpose of
allowing that End User to view their chat history.
(3.2) Customer may copy and store the
Grounded Result and Search Suggestions only for the purpose of and
for the minimum time necessary to comply with applicable law
or regulations.
(3.3) Customer may allow its End Users
to copy and store individual Grounded Results that Customer displayed
to that End User through the Customer Application as long as Customer
does not allow Grounded Results to be: (i) accessed or collected by
automated or programmatic means, or (ii) to be used to create a
database.
(3.4) Customer may monitor End
User interactions with their Customer Application
interface, however, Customer will not track whether those
interactions were specifically with a given Search
Suggestion or Grounded Result (in each case, in whole or
in part, including any specific Links).
(4) Unless permitted by
Google in writing (including in the Documentation):
(4.1) will not modify, or
intersperse any other content with, the Grounded Results
or Search Suggestions; and
(4.2) will not redirect End Users
away from destination pages, or minimize, remove, or
otherwise inhibit the full and complete display of any
destination page.
(ii)
Storage for Debugging
. Customer
acknowledges that it is reasonably necessary for Google to collect and
store logs, which contains the following Customer Data: queries derived
from End User prompts and contextual information that Customer may
provide along with the prompts that are not associated with any
Customer or its End Users for up to three (3) days, and since such
information is being stored, Customer instructs Google that the stored
information can be used for debugging of systems that support Grounding with Google Search.
This is an exception to the security controls for Gemini Enterprise Agent Platform (formerly Generative AI on Vertex AI),
as shown at
https://cloud.google.com/vertex-ai/generative-ai/docs/security-controls
.
See the Documentation for more information.
(iii)
Guidelines
. If Customer builds
an external-facing Customer Application, the
Client Application Guidelines
apply to the Customer’s use of Grounding with Google
Search. For purposes of the Client Application Guidelines,
Customer Applications that are using Grounding with Google
Search are considered Approved Applications.
(iv)
Survival
. This
subsection “Grounding with Google Search” will survive
termination or expiration of the Agreement, as applicable.
(v) When
Customer's use of Grounding with Google Search is only through the UI of
Gemini Enterprise, this Section (k) applies, except that subsection (k)(i)
is amended as follows:
(1) Subsections (k)(i)(1) and (4) above are deleted in their entirety.
(2) The first sentence of (k)(i)(2) is replaced with the following:
"(2) Customer will not, and will not allow its
End Users or any third party to, implement any click tracking, Link-tracking
or other monitoring of, syndicate, resell, analyze, train on, or otherwise
learn from Grounded Results or Search Suggestions."
(3) Subsection (k)(i)(3) is replaced with the following:
“(3) Will not, and will not allow its End Users or any third party to, copy or store Grounded Results or Search Suggestions, except that:
(3.1) Customer may copy and store the Grounded Result and Search Suggestions only for the purpose of and for the minimum time necessary to comply with applicable law or regulations.
(3.2) Customer may allow its End Users to copy and store individual Grounded Results that were displayed to that End User through the Customer Application as long as Customer does not allow Grounded Results to be: (i) accessed or collected by automated or programmatic means, or (ii) used to create a database.”
For clarity, when using Grounding with Google Search in Gemini Enterprise through Gemini Enterprise Agent Platform API, Section (k) applies without the amendments made by this subsection (k)(v).
l
. Web Grounding for Enterprise
. Section 20(k)
(Grounding with Google Search) also applies to Web Grounding for Enterprise,
except that: (i) all references to ‘Grounding with Google Search’ are replaced
with ‘Web Grounding for Enterprise’, (ii) in the “Grounded Results”
definition, the phrase ‘Google’s search engine’ is replaced with ‘GCP’s
web index’, and; (iii) subsection 20k(ii) is deleted.
m
. Grounding with Google Maps
. “Grounding with Google Maps” is a
generative AI feature of the Generative AI on Gemini Enterprise Agent Platform (formerly Generative AI on Vertex AI) Service that
provides Grounded Results. “Google Maps Grounded Results” mean responses
that Google generates using Google Maps Data in response to an End User
initiated prompt. “Google Maps Data” means the content originating from
Google Maps in the Google Maps Grounded Results, including in the output
text, in the metadata of the Google Maps Grounded Results, in the Google
Maps Links, and content accessed through Google Maps Links.
“Google Maps Links” mean the URLs that Google provides in a Google Maps
Grounded Result and any titles or labels provided with those URLs.
If Google Maps Links are clicked on, these separate
Google Maps
End User Terms
and the
Google Privacy
Policy
govern the destination page. Google
Maps Data in the text of a Google Maps Grounded Result will be identified
via the Google Maps Links. Google Maps Grounded Results are Generated Output.
Notwithstanding anything to the contrary in the Agreement, Google and its
content providers retain all rights to Google Maps Data.
(i)
Use Restrictions for Grounding with Google Maps. Customer
:
1. Will only use Grounding with Google Maps
in a Customer Application that is owned and operated by Customer and will only
use Grounding with Google Maps to display the Google Maps Grounded Results
with the associated Google Maps Links to the End User who initiated the
prompt.
2. Will not modify the Google Maps Grounded
Result or intersperse any other content with the Google Maps Grounded Result,
place any interstitial content between the text of the Google Maps Grounded
Result and the Google Maps Links or the Google Maps Links and the associated
destination page, or redirect End Users away from the destination pages or
minimize, remove, or otherwise inhibit the full and complete display of any
destination page.
3. Will comply with the Documentation.
4. Will not, and will not allow its End Users
or any third party to:
(a) cache or store Google Maps Grounded
Results except that Customer may cache or store Google Maps Grounded Results:
(i) for up to ninety (90) days, only to
evaluate and optimize the display of the Google Maps Grounded Results for
the Customer Application; or,
(ii) in the chat history of an
End User of the Customer Application for up to six (6) months for the purpose
of allowing that End User to view their chat history or to maintain prior
conversation context for that End User within the Customer Application;
(b) scrape any Google Maps Data;
(c) use Google Maps Grounded Results for
High Risk Activities, including activities such as emergency response
services; and
(d) distribute or market any Customer
Applications in any Prohibited Territory as defined in the Documentation.
(ii)
Storage for Debugging and Testing
. Customer acknowledges that it
is reasonably necessary for Google to store prompts, contextual information
that Customer may provide, and Generated Output for thirty (30) days for
the purposes of creating Google Maps Grounded Results, and since such
information is being stored, Customer instructs Google that the stored
information can be used for debugging and testing of systems that
support Grounding with Google Maps.
n
. Agentic AI Services
.
(i) Customer is solely responsible for: (a) the actions and tasks performed by
an Agentic AI Service or AI Agent; (b) determining whether the use of an
Agentic AI Service or AI Agent is fit for its use case; (c) authorizing an
Agentic AI Service or AI Agent’s access and connection to data, applications,
and systems; and (d) exercising judgment and supervision when and if an
Agentic AI Service or AI Agent is used in production environments to avoid
any potential harm the Agentic AI Service or AI Agent may cause.
(ii)
Customer's access to and use of Agentic AI Services in Third Party
Services
. Customer's use of Third Party Services is not governed by the
Agreement and may be subject to separate terms and conditions provided by an
applicable third party. Google disclaims all liability arising from
Customer's access to and use of any Third Party Service, and Google's
indemnification obligations do not apply to allegations arising from access
to or use of any Third Party Service. Customer acknowledges and agrees that
all of the terms of the Agreement, including Google's obligations under the
Cloud Data Processing Addendum, will apply to the Agentic AI Services
accessed via a Third Party Service, but not to the Third Party Service
itself. For the purposes of this subsection, “Third Party Services” mean
platforms, services, websites, software libraries, and APIs provided by
third parties.
(iii) The actions or tasks that an AI Agent performs are not Generated Output.
o
. Provisioned Throughput
. Provisioned Throughput
is a feature of the Gemini Enterprise Agent Platform API (formerly Vertex AI API). If Customer uses
Provisioned Throughput, Google will use commercially
reasonable efforts to prioritize Customer’s throughput for
its API calls to the designated models available through
Generative AI on Gemini Enterprise Agent Platform (formerly Generative AI on Vertex AI). Notwithstanding any other
provision of the Agreement related to product
discontinuation, Google may discontinue Provisioned
Throughput for any model available through Generative AI on Gemini Enterprise Agent Platform by providing Customer at least 6 months’
prior notice, with no notice required if Google replaces
such functionality with materially similar functionality.
21.
Agent Search on Gemini Enterprise Agent Platform (formerly Vertex AI Search) and Gemini Enterprise.
With respect to these
Services, Customer may use only Customer Data and web
domains that it owns or is authorized to utilize.
22.
Agent Studio on Gemini Enterprise Agent Platform (formerly Vertex AI Studio).
With respect to this Service’s integration with YouTube,
Customer may use only Customer Data and Content (as
defined in the
YouTube Terms of Service
)
that it owns or is authorized to use through the YouTube
integration feature.
23.
Celebrity Recognition.
Customer will use celebrity
recognition functionality in Cloud Vision and Video
Intelligence API on celebrities, only with
professionally-filmed media content that Customer owns or
is authorized to use, and not for any surveillance-based
purpose.
24.
Customer Engagement Suite
(formerly
Contact Center AI (CCAI) Platform)
.
a.
No Access to
Emergency Services.
Customer Engagement Suite includes
Contact Center as a Service (CCaaS). CCaaS does not
function as a telephonic or other communication service. The
Service cannot send or receive emergency calls or texts, and will not be used
for emergency services.
b.
Bring Your Own Carrier
(“BYOC”).
In the BYOC model, Customer is
responsible for obtaining telephony services from a third
party and for all associated costs. Customer and its
telephony provider are solely responsible for compliance
with any regulatory and licensing requirements for such
telephony services.
c.
Gemini Enterprise for Customer Experience.
When Customer uses Gemini Enterprise for Customer Experience with web grounding,
subsection 20(k)(v) applies except that: (i) the phrase “When Customer’s use of
Grounding with Google Search is only through the UI of Gemini Enterprise” is
replaced with “When Customer uses Gemini Enterprise for Customer Experience with web
grounding”; (ii) the clarification in the last sentence of 20 (k)(v) does not apply;
(iii) all references in Section (k) to “Grounding with Google Search”
are replaced with “Gemini Enterprise for Customer Experience with web grounding”;
(iv) the phrase "of Generative AI on Gemini Enterprise Agent Platform (formerly
Generative AI on Vertex AI)" is removed from Section (k);
and (v) the last two sentences of subsection (k)(ii) are removed.
25.
Cloud Translation API.
Customer will comply with
the HTML Markup Requirements found at
https://cloud.google.com/translate/markup
and the attribution requirements found at
https://cloud.google.com/translate/attribution
.
26.
Speech on Device (SOD) / Automotive AI Agent (AAA) Premium Software.
Customer’s
license to the Premium Software components of SOD and AAA
is limited to using the Premium Software locally on
activated, designated devices. Only Customers who
subscribe to TSS are eligible to receive updates to the
Premium Software. Upon termination or expiration of
Customer’s Order Form for SOD/AAA, Customer will
permanently delete the Premium Software and
associated SOD/AAA models (except those models on
already-activated devices) and may not use SOD/AAA to
perform any additional activations or distribute any more
devices. Notwithstanding anything to the contrary in the
“License” subsection of the “General Software Terms”
above, the following apply:
a. Customer may sublicense
the Premium Software included as part of SOD/AAA to the
extent necessary for using it on End User devices;
b. Customer’s license to
such Premium Software will be perpetual to the extent that
it remains on any device after the Term.
27.
Automotive AI Agent.
Automotive AI Agent models
created by Customer based on Google Pre-Trained Models are
Modified Google Models as defined in these Service
Specific Terms.
28.
Visual Inspection AI.
Customer may only download
from Visual Inspection AI containerized Solution Artifacts
(as described in the Documentation and licensed as
Software) for the duration and number of cameras
designated when downloaded by Customer in the Admin
Console.
29.
Retail Search.
If
Customer provides results for any query in a different
order than the ranked order returned by Retail Search
(“Alternative Ranking”), then (a) Google will not provide
any support (including TSS) in relation to this
Alternative Ranking and (b) Customer forfeits any rights
granted by Google to use Google Brand Features in
connection with Retail Search.
30.
Anti Money Laundering AI.
The Service may only be
used for Customer’s (or its own customers’) detection of
money-laundering activities as part of an anti money
laundering (AML) compliance program. Customer will comply
with the service limits defined in the Documentation and
ensure that Service outputs are subject to human
oversight, investigation, and evaluation by trained AML
compliance personnel. Google may suspend or terminate
Customer’s use of the Service based on any suspected
violation of the foregoing obligations.
31.
Gemini Enterprise and Gemini for
Government.
a.
Additional Products.
Google makes
optional Additional Products available to Customer and Customer End Users
through Gemini for Government and Gemini Enterprise. Customer's use of
Additional Products is subject to the Google Terms of Service available at
https://policies.google.com/terms
which are incorporated by reference into the Agreement and which may be
updated by Google from time to time, and any other terms of service Google
makes available for a particular Additional Product. Additional Products
may be enabled or disabled through the Admin Console.
b.
"Additional Products"
means products,
services and applications that are not part of the Services but that may
be accessible for use in conjunction with the Services. "Flow",
"Project Mariner", and "Whisk" are Additional Products accessible via
Gemini for Government and Gemini Enterprise.
Storage
32.
Persistent Disk.
a.
Hyperdisk Exapools.
Customer and Google
will work together in good faith to select the appropriate Zones (as defined at
https://cloud.google.com/compute/docs/regions-zones
)
for Hyperdisk Exapool clusters. Customer acknowledges and agrees that
once a Hyperdisk Exapool cluster is deployed to a particular Zone, Customer
may not move it to another Zone without written agreement from Google.
Data Analytics
33.
Looker (Google Cloud core).
If
Google’s measurement tools are unable to confirm
Customer’s usage of the Services, then (a) within 30 days
of Google’s request, Customer will provide a
sufficiently-detailed written report describing usage of
the Looker (Google Cloud core) Service by Customer and End
Users during the requested period, and (b) Customer will
provide reasonable assistance and access to information to
verify the accuracy of Customer’s usage report(s).
API Management
34.
Apigee.
Customer acknowledges and agrees that Customer will be
charged overage Fees for usage of the Services in excess
of Customer’s subscription amount. If Customer is
using Apigee Edge Team or Apigee Edge Business, the Fees
for these overages are listed at
https://cloud.google.com/apigee/pricing/edge-overage
.
Bare Metal
35.
Bare Metal Solution.
a.
Liability
.
Notwithstanding anything to the contrary in
the Agreement (except subject to any unlimited liabilities expressly stated
in the Agreement), to the maximum extent permitted by law, each party’s total
aggregate Liability for damages arising out of or relating to Bare Metal
Solution is limited to the greater of (i) the Fees Customer paid for Bare
Metal Solution during the 12 month period before the event giving rise to
liability and (ii) $25,000. This Section will survive expiration or
termination of the Agreement.
b.
Bare Metal Solution Proof of Concepts
. Customer
may not use Bare Metal Solution proof of concepts and
trials in connection with any production workloads.
Migration
36.
Transfer Appliance Service.
a.
Trade Compliance
.
(i) In case of cross-border
shipments of Appliance Materials, Customer may be
responsible for export clearance and licensing (if
applicable). Appliance Materials may be dual-use goods
(including under Export Control Number 5A002) and subject
to export restrictions. Google may designate a carrier to
act as Customer's agent with the relevant customs and tax
authorities to import or export the Appliance Materials,
and Customer will cooperate with Google and its carrier,
including providing export classification information and
acting as the importer or exporter of record. Customer
will not ship Appliance Materials except as authorized in
writing by Google.
(ii) Without limiting
Customer’s obligation to comply with all laws applicable
to its receipt or use of Appliance Materials (including
any prohibitions on exporting, re-exporting or
transferring Appliance Materials to comprehensively
embargoed United States countries and regions), Customer
may not export, re-export or transfer Appliance Materials
to Russia or for use in Russia except as authorized in
writing by Google.
b.
Responsibility for Appliance Materials
. While
Appliance Materials are in its control, Customer is
responsible for any loss or damage and will use
appropriate security measures to protect them.
c.
Sole Remedy.
Customer's sole remedy in
connection with any unsuccessful attempt to complete the
Transfer Appliance Service is for Google to use reasonable
efforts to re-perform the Transfer Appliance Service.
The Service Specific Terms
for the Transfer Appliance Service are also applicable to
Google Distributed Cloud connected Appliance Service
excluding the “Sole Remedy” subsection above.
“
Appliance Materials
”
means the materials provided by Google or its
Subprocessors in connection with the Transfer Appliance
Service or the Google Distributed Cloud connected
Appliance Service, as applicable, including hardware and
software.
Security and Identity
37.
Assured
Workloads.
a. General
. Google
will provide TSS for Assured Workloads in accordance with
Customer-selected controls. It is Customer's
responsibility to determine whether Customer-selected
Admin Console controls are adequate for Customer’s
purposes.
b.
Assured
Workloads Data Location
. If Customer is using
Assured Workloads and configures any Service listed in the
“Assured Workloads” section of
https://cloud.google.com/terms/data-residency
for data location as described in the General Service
Terms Section 1 (Data Location), then in addition to
Google's data location commitments under that Section 1
(Data Location), Google will process Customer Data in use
by the configured Service (not including in any user
interface) only within the country of the selected Region
or within the country or countries of the selected
Multi-Region (as applicable). If the selected Region or
Multi-Region is located in the European Union, Google will
process Customer Data in use by the configured Service
only within the European Union (but not necessarily in the
same country).
Further, Assured Workloads
enables Customer to prevent Google personnel located
outside the Customer-selected Region or Multi-Region from
accessing Customer Data in an Assured Workloads
environment, as specified in the Documentation.
c. ITAR Data.
Notwithstanding any restriction on
the access or use of the Services for materials or
activities subject to ITAR in the Agreement, Customer may
access or use the Services with software or technical data
subject to ITAR if Customer uses Assured Workloads
Services explicitly identified in the Documentation as
being compatible with ITAR requirements.
d.
Federal Risk and Authorization Management Program (FedRAMP) and Department
of Defense Cloud Security Requirements Guide (DoD SRG).
Certain Google Services have received FedRAMP or DoD SRG
Authority to Operate (“ATO”) for defined Services. FedRAMP
ATO Services are currently described at
https://cloud.google.com/security/compliance/fedramp
and DoD SRG ATO Services are currently described at
https://cloud.google.com/security/compliance/disa
.
Customers are responsible for complying with the relevant
FedRAMP and SRG requirements when using the Services,
including the requirements in the Customer Responsibility
Matrix (“CRM”). The CRM is a part of the Google Services
System Security Plan maintained by the FedRAMP Program
Management Office, and is available to government
customers upon request. Customer may not use any Services
to store or process classified information data.
38.
Access
Approval.
Use of Access Approval may increase
response times for TSS, and Customer will be responsible
for any disruption or loss as a result of Customer denying
or delaying approval via Access Approval. The SLAs do not
apply to any Service disruption impacted by Customer’s use
of Access Approval.
39.
Security Command Center.
a.
Data Processing.
In
order to protect your assets against new and evolving
threats, Security Command Center analyzes data related to
misconfigured assets, indicators of compromise in logs,
and attack vectors. This activity may include processing
to improve service models, identifying recommendations to
harden customer environments, collecting metrics to
evaluate the effectiveness and quality of services, and
conducting experiments to optimize the user experience.
b.
Cryptomining Protection Program.
Customer’s use of
Security Command Center Premium is subject to the terms of
the
Security Command Center Cryptomining Protection Program
(“Cryptomining Protection Program”). Google reserves the
right to update or discontinue the Cryptomining Protection
Program upon 30 days notice.
c.
Security Command Center Enterprise.
The
SecOps Service Specific Terms
(and, other than this subsection, not these Google Cloud
Platform Service Specific Terms) apply to your use of the
Google Security Operations and Mandiant Attack
Surface Management components (as each is described in the
SecOps Services Summary
)
of Security Command Center Enterprise.
40.
Cloud Identity
Services.
The following terms apply only
to the Cloud Identity Services provided under this
Agreement:
a.
Use of Google
Workspace Components
. Customer’s use of the Google
Workspace Components is subject to any applicable
provisions of the then-current Google Workspace Service
Specific Terms at
https://workspace.google.com/intl/en/terms/service-terms/
,
which provisions are incorporated by reference into this
Agreement.
b.
Additional
Products
. Google makes optional Additional Products
available to Customer and Customer End Users through the
Cloud Identity Services. Customer’s use of Additional
Products is subject to the Additional Product Terms.
c.
Governing
agreement
. Customer’s use of Cloud Identity
Services under the Account, will be governed by: (i)
Customer's Google Workspace agreement; (ii) this
Agreement; or (iii) the terms at
https://cloud.google.com/terms/identity
,
if and as applicable, depending on which is in effect.
This Section will survive expiry or termination of this
Agreement.
d.
Definitions
.
“
Additional
Products
” means products, services and applications
that are not part of the Services but that may be
accessible for use in conjunction with the Services.
“
Additional Product
Terms
” means the then-current terms at
https://workspace.google.com/intl/en/terms/additional_services.html
.
“
Google Workspace
Components
” has the meaning given in the
then-current services summary for Cloud Identity Services
at
https://cloud.google.com/terms/identity/user-features
.
“
Google Workspace
”
means the then-current services described at
https://workspace.google.com/terms/user_features.html
41.
Firebase
Authentication and Identity Platform.
a.
Phone
Authentication
. Google temporarily stores phone
numbers provided for authentication to improve spam and
abuse prevention across Google services. Phone numbers are
not logically isolated for a given customer's end users.
Customer should obtain appropriate end-user consent before
using the Firebase Authentication or Identity Platform
phone number sign-in service.
b.
Other Authentication
Services
. Use of Google Sign-In for authentication
is subject
to
Google’s API Services User Data Policy
.
Google is not responsible for any third-party sign-in
service used with Firebase Authentication or Identity
Platform.
42.
Firebase Phone Number Verification
(Firebase PNV).
a.
Privacy Requirements
. At all times
that the Firebase PNV API is enabled, Customer must maintain, publish (via
publicly accessible hyperlink), and adhere to a privacy policy that complies
with all applicable laws and outlines how Customer uses, shares,
and protects the user data it receives through the Firebase PNV Service.
At a minimum, such policy must include accurate Customer details and
contact information and describe the types of user data collected, means
of data collection, purposes for which data is processed, third-party
recipients of data, data security measures (including technical,
physical and organizational measures), user rights (e.g., access,
deletion), data retention periods, and how policy updates are communicated.
Those security measures must at all times meet or exceed industry standard and
protect user data against accidental or unlawful destruction, loss or
alteration, and unauthorized disclosure or access. Customer must, in
accordance with applicable laws, notify any impacted end users after becoming
aware of a personal data breach and promptly take reasonable steps to minimize
harm and secure the user data.
b.
Phone Number Usage
. User data that
Customer receives through the Firebase PNV Service is not considered Customer
Data, and Customer is authorized to use such user data for account
security and authentication purposes only. Any other uses, including
marketing, texts or phone calls, or other attempts to contact the end user,
require end user consent or other legal grounds as specified in Customer’s
privacy policy detailed above.
c.
Policy Compliance
. Customer will at
all times (i) comply
Google’s API Services User Data Policy
, which covers
transparency, security, responsible data handling, and specific requirements
for sensitive data, and with all applicable laws; and (ii) adhere to Google’s
published developer onboarding framework available at
https://firebase.google.com/docs/phone-number-verification/carrier_specs/privacy
(or such other URL as may be updated from time to time).
d.
Enforcement
. Google may audit
Customer’s compliance with the Privacy Requirements and Phone Number Usage
terms above, and, if Google finds a violation in Customer’s compliance,
suspend Customer’s use of or access to Firebase PNV. In such event, Customer’s
Firebase PNV Service may not be restored until the violation has been cured
(with such cure communicated to and accepted by Google, who may require
Customer to repeat the Google developer onboarding process to reverify
Customer’s compliance).
43.
reCAPTCHA
Enterprise.
a.
Information
.
Google processes information submitted via use of the Service
only as necessary to provide and maintain the Service, and
ensure that the Service’s security, threat detection, protection,
and response capabilities remain effective against evolving threats.
Such information will not be used for any other purpose,
such as personalized advertising by Google.
b.
Use.
reCAPTCHA
Enterprise may only be used to fight fraud and abuse on
Customer's properties, and not for any other purposes,
such as determining credit worthiness, employment
eligibility, financial status, or insurability of a user.
44.
Web
Risk.
a.
Attribution
.
Customer may display a warning about unsafe web resources
for a particular site based on verification against
Google’s list of unsafe sites provided that (i) the
applicable Customer Application has received from Google
an updated list (via the applicable API method) before the
expiration time provided by the applicable API response or
within 30 minutes if no expiration time is specified; and
(ii) Customer provides attribution and conspicuous notice
that the reliability and accuracy of the protection cannot
be guaranteed using language similar to the “Advisory
Notice” subsection below.
b.
Advisory Notice
.
Google works to provide the most accurate and up-to-date
information about unsafe web resources, but cannot
guarantee that its information is comprehensive and
error-free: some risky sites may not be identified, and
some safe sites may be identified in error.
c.
Brand Phishing Protection, Evaluate and Submission APIs.
Google uses URLs and associated data submitted through
the
Brand Phishing Protection
product,
Evaluate API
,
or
Submission API
(“Submitted URLs, Content, and Metadata”) and corresponding
maliciousness scores to provide, maintain, protect, and
improve Google's products and services, including Google's
list of unsafe web resources. Google may also share
Submitted URLs, Content, and Metadata with third parties,
including other Google customers and users. Submitted URLs,
Content, and Metadata are not Customer Confidential Information
or Customer Data.
45.
Chrome Enterprise
Premium.
a.
Chrome Enterprise
Core
. In order to use Chrome Enterprise Premium
Threat and Data Protection Services:
(i) Customer agrees to the
Chrome Enterprise Core Agreement
at
https://chromeenterprise.google/terms/chrome-enterprise-core/
;
and
(ii) Customer acknowledges
and agrees that Customer must enable “Chrome Enterprise
Connectors” in the Chrome Browser section of the Admin
Console.
b.
Threats
. When
Chrome Enterprise Premium checks for malware, unsafe web
pages, or other unsafe files (“Threats”), the URL or a
file hash and the result of the analysis are temporarily
stored in a Google global cache for performance-related
purposes. Customer acknowledges and agrees that Customer
URLs, content, metadata and file hashes that Chrome
Enterprise Premium identifies as Threats are not Customer
Confidential Information or Customer Data and Google may
use such URLs, content, metadata and file hashes to
provide, maintain, protect and improve Google's products
and services, including Google's lists of Threats,
including without limitation sharing the same with third
parties, including other customers and users.
c.
App Connector
.
Customer agrees to install Software for App Connector in
Customer’s private data center or other non-Google cloud
environments in accordance with the minimum specifications
described in the Documentation. Customer authorizes Google
to connect and maintain the Software in order to provide
connectivity for the applications accessed by Customer via
App Connector.
46.
Certificate
Manager.
Customer authorizes Google Cloud
to apply for and obtain publicly trusted SSL/TLS
certificates from third-party or Google-managed
certificate authorities for domains operated and
controlled by Customer (“Customer Domains”) pursuant to
the CA/Browser Forum Baseline Requirements or any
applicable successor requirements (“Requirements”).
Customer represents and warrants that it operates and
controls the Customer Domains and will revoke the
authorization from Google when Customer ceases to operate
and control a Customer Domain. Google may revoke a
certificate as required by the Requirements or for failure
to comply with the AUP.
47.
Audit Manager.
Reports generated by Audit Manager
support information gathering only and do not determine or
attest to compliance with any compliance standard.
Use of Audit Manager neither relieves Customer of nor
substitutes for any of Customer’s obligations to verify
compliance; Customer remains responsible for
separately verifying its compliance with applicable
compliance standards.
Google Distributed Cloud
48.
Google Distributed Cloud connected
(formerly Google Distributed
Cloud Edge)
.
If you purchased Google Distributed Cloud connected prior
to August 15, 2023, the terms available at
https://cloud.google.com/distributed-cloud/edge/service-terms
will apply.
Data Boundary by Partners
49.
Data Boundary by Partners
(formerly Sovereign Controls
by Partners)
.
a.
Customer Responsibilities.
The Data Boundary by Partners solution
applies only to the Supported Google Cloud Services listed at
https://cloud.google.com/terms/in-scope-sovereign-cloud
(“Supported Google Cloud Services”). The Party using the
Data Boundary Partner's solution, whether Customer or
a customer of the Data Boundary Partner or other
Reseller or Partner, is responsible for: (i) receiving
the Data Boundary Partner's services, including
external key management services (“EKM”), from a
Data Boundary Partner listed at
https://cloud.google.com/terms/in-scope-sovereign-cloud
,
and (ii) maintaining separate terms directly with the
Data Boundary Partner governing the use of that
Data Boundary Partner's services.
b.
Partner Access
. To
the extent applicable, Customer authorizes (and will
ensure, if applicable, it has all relevant approvals to
allow) Google to share, with the relevant Data Boundary Partner,
TSS case details and Customer's contact
information, metadata, log data, billing information, and
configuration data from the Services used in the
environment applicable to the Data Boundary by
Partners solution, or that of Customer’s applicable end
customer. Google is not responsible for a Data Boundary Partner’s
handling of such data.
c.
Key Access Justifications
. Google will transmit an
accurate justification to the EKM for each request to
obtain key access to decrypt Customer Data for supported,
generally-available Services, pursuant to terms agreed
between the Data Boundary Partner and Google (if
applicable). Once the EKM receives a justification, they
are responsible for determining whether to grant Google
the requested key access. Google is not responsible if the
operation or functionality of the Services is impacted
because Google cannot obtain a key access needed for such
operation or functionality.
d.
Security Controls.
Data location controls made
available by Google for the Data Boundary by Partners solution
will be the same as the controls Google makes available
for Assured Workloads, as described in the Assured
Workloads Service Specific Terms.
Databases
50.
AlloyDB Omni.
Customer and its Software Users (as
defined in the General Service Terms) may use the Alloy DB
Omni Software free of charge only for the purposes of developing,
testing, prototyping, and demonstrating software programs
in a GCP or non-GCP environment (“Developer Purposes”), subject to the
following. Using AlloyDB Omni Software for any data processing or production
purposes, or in conjunction with an application that serves
such purposes, must be paid for under an Order Form (“Premium Purposes”).
Users of AlloyDB Omni Software for Premium Purposes must pay for all uses of
AlloyDB Omni Software, including Developer Purposes.
Premium Software
51.
Telecom Subscriber Insights
.
a.
Updates.
If
Google makes available to Customer an update to the
Telecom Subscriber Insights Software and Customer does not
download the update within 30 days of notification of its
availability, Google will automatically push the update to
Customer’s Project(s) that use Telecom Subscriber
Insights.
b.
Additional
Restrictions.
Customer will not (either directly or
via third parties) (i) use Telecom Subscriber Insights or
any of its components to create, train, or improve
(directly or indirectly) any similar or competing system,
product or service; or (ii) use output data from Telecom
Subscriber Insights for the purpose of creating, training,
or improving (directly or indirectly) any similar or
competing system, product or service.
Free Evaluation Services
52.
Free Evaluation Services.
a.
Definitions
.
"
Free Evaluation Services
" means (a)
presales, evaluation, or proof-of-concept services; and (b) ad-hoc technical
assistance (brief technical assistance to address immediate, isolated
technical inquiries or minor operational issues) related to Google Cloud
products, in each case provided to Customer free of charge by Google
Personnel. Free Evaluation Services do not include work that falls under
any agreement governing (i) implementation services or deliverables, (ii)
ongoing, paid technical support services, or (iii) any similar scoped or
on-going professional technical or consulting services by Google Personnel.
"
Free Model
" means a version of an
artificial intelligence or machine learning model trained, adapted, or
fine-tuned by Google Personnel as part of the Free Evaluation Services using
Customer Data.
"
Google Personnel
" means Google’s and
its Affiliates’ employees, agents, and subcontractors.
"
Materials
" means tools, code,
algorithms, models, written documentation, and other technology provided
to Customer by Google Personnel as part of the Free Evaluation Services.
b.
Scope
. Google will provide Free
Evaluation Services in accordance with this Section. Free Evaluation
Services may be provided without an Order Form. Free Evaluation Services
are only intended to enable Customer to receive help, recommendations,
learnings, and advice from Google Personnel to evaluate, demo, and learn
how Customer can use Google Cloud products and services to meet its business
use cases.
c.
Terms
. Free Evaluation Services are
“Pre-GA Offerings” and will be subject to the Pre-GA Offerings Terms in the
SSTs and any additional terms described in this Section (Free Evaluation
Services). In addition to the terms of the Agreement excluded for Pre-GA
Offerings, any terms specific to the function of the Services or Software,
and not appropriate or relevant for Free Evaluation Services, such as
provision of an Account or a Status Dashboard, location of Data Centers, or
information about Significant Developments, do not apply to Free Evaluation
Services. In addition, notwithstanding anything to the contrary in the
Agreement, Google has no obligation to implement tools and measures designed
to prevent the introduction of Viruses into Materials. (Customer may use
tools and measures available as part of the Services to assess Materials for
Viruses in Customer’s Account.) To the extent permitted by applicable law,
Google may assign a new subcontractor or subprocessor to provide Free
Evaluation Services immediately upon written notice to Customer.
d.
Materials
. While Materials may be
provided to Customer by Google, Free Evaluation Services do not create
deliverables or new Intellectual Property for Customer. Google retains all
Intellectual Property Rights in Materials, except to the extent Materials
contain Customer Data owned or licensed by Customer (a) before the start
date of the Evaluation Services or (b) independent of the Evaluation
Services. Customer may use Materials for its internal business purposes only.
Customer agrees and acknowledges that open source code may be included in
Materials. Nothing in this Section (Free Evaluation Services) grants any
right for Customer to use any materials, products, or services that are
otherwise made available to Google customers under a separate license or
agreement.
e.
Customer Obligations
.
(i)
Non-Production Environment
. Customer will
only provide Google Personnel with access to Customer Data for Free
Evaluation Services in a non-production Google Cloud Platform environment
managed by Customer. Google will only access, use, and otherwise process
Customer Data to provide the Free Evaluation Services.
(ii)
Customer Personal Data
. Customer will not
provide Google Personnel with access to Customer Personal Data (as defined
in the Cloud Data Processing Addendum) to receive Free Evaluation Services
unless the parties have defined the scope and purpose of Google’s access to
such Customer Personal Data in a separate agreement. If Google discovers
that Customer has provided Google Personnel with access to Customer Personal
Data, Google will suspend performing Free Evaluation Services until Customer
deletes such Customer Personal Data. If the Parties agree that Google will
access Customer Personal Data in a separate agreement, then (a) the Cloud
Data Processing Addendum will apply, but only with respect to Customer
Personal Data, and (b) Free Evaluation Services will be treated as
Implementation Services in the Cloud Data Processing Addendum (with the
exception of Google’s Compliance Certification obligations for
Implementation Services).
f.
AI Services
. If Free Evaluation
Services involve helping Customer to evaluate Google Cloud’s artificial
intelligence or machine learning products and services:
(i) Customer will have sole access to any
Free Model; Google will not use any Free Model for its own purposes
or provide a Free Model to any other Google customer.
(ii) Data or content generated by a Free
Model will be treated as Generated Output, even if not generated by a
Generative AI Service.
(iii) Customer’s use of a Free Model
provided to Customer by Google will be subject to the Generative AI
Service Disclaimer, the AUP, the Prohibited Use Policy located at
https://policies.google.com/terms/generative-ai/use-policy
, and the
“Restrictions” or “Use Restrictions” sections in the Agreement and AI/ML
Services Section of the Service Specific Terms, in each case regardless of
whether such Free Model includes a Generative AI Service.
53.
Delivery Navigator Service Specific Terms
a.
Definitions
.
"Content" means standardized project plan
templates, templatized project deliverables, guidance, and other similar
content provided to Customer by Google through the Delivery Navigator
Platform.
"Delivery Navigator Account" means Customer's
Delivery Navigator Tool account.
"Delivery Navigator Platform" means the
software, content, and services that comprise the Delivery Navigator
platform, excluding Third-Party Software.
"Third-Party Software" means commercial,
off-the-shelf software products which Customer may, at their discretion,
connect to the Delivery Navigator Platform for purposes of data export or
import.
b.
Introduction
. The Delivery Navigator Platform
is a platform product created by Google Cloud's Professional Services
Organization (PSO) that provides Google Cloud customers with access to
Content. While the Delivery Navigator Platform is not a “Service” or
“Software” as each are defined in the Agreement, Customer's use of the
Delivery Navigator Platform is subject to the terms of the Agreement
applicable to Services, as amended by this Section (Delivery Navigator
Tool). The Delivery Navigator Platform and Content are the Intellectual
Property of Google. Customer may download and use Content solely for
Customer’s internal business purposes to facilitate Customer's use of
Google Cloud products or services.
c.
Application of Terms and Definitions
. Notwithstanding anything to the contrary in the Agreement:
(i)
Account
. Google will provision Customer with a Delivery Navigator Account.
(ii)
Admin Console
. The Admin Console for the Delivery Navigator Platform is separate and distinct
from the Google Cloud Platform Admin Console.
(iii)
Customer Application and Project
. References to a "Customer Application" or "Project" are inapplicable to
the Delivery Navigator Platform.
d.
Free Offering
. Delivery Navigator Platform is a free offering, with no Fees due.
(i)
Government Entity
. If Customer is a government entity and is offered access to the Delivery
Navigator Platform, (a) Customer represents and warrants that: (i) it is
permitted to accept access to the Delivery Navigator Platform, (ii) its use
of the Delivery Navigator Platform is not prohibited by applicable law or
regulation, including any applicable anti-bribery, ethics, or conflict of
interest rules and laws, and (iii) its use of the Delivery Platform
Navigator will not prevent Google from bidding on, or otherwise participating
in, other potential contracts issued by the government entity or its related
bodies; (b) Customer may only use the Delivery Navigator Platform for official
government purposes; and (c) Google has no expectation of payment or
favorable treatment by offering access to the Delivery Navigator Platform.
e.
Customer Data Processing Addendum
. Customer may upload certain progress and task materials associated with
Customer projects into the Delivery Navigator Platform. For clarification,
these materials are deemed to be “Customer Data” under the Agreement and will
be processed in accordance with the Cloud Data Processing Addendum, but the
Delivery Navigator Platform is not an Audited Service as defined therein.
f.
Third-Party Software
. Customer is solely responsible for its use (including procuring the
applicable licenses) and configuration of any Third-Party Software.
g.
Disclaimers
. THE DELIVERY NAVIGATOR PLATFORM IS PROVIDED “AS IS” WITHOUT ANY EXPRESS OR
IMPLIED WARRANTIES OR REPRESENTATIONS OF ANY KIND. The Delivery Navigator
Platform is not: (i) covered by any SLA, (ii) subject to any obligations
regarding location of data centers, Regions, or Multi-Regions, (iii) subject
to any business continuity or disaster recovery commitment, (iv) subject to any
obligations for Google to provide termination or transition assistance or other
technical assistance after Suspension or termination, or (v) covered by TSS or
any Google indemnity.
h.
Discontinuation and Changes
.
The Delivery Navigator Platform is not subject to the notice requirements for
discontinuation or backwards-incompatible changes to Services. Google may
discontinue the Delivery Navigator Platform at any time, provided that such
action will not impact any active instances, and the Delivery Navigator
Platform will remain available until the resolution of the active instance.
i.
PSO Partners
. If Customer is: (a) part of the Google Cloud Partner Advantage Program (as described at partneradvantage.goog) and (b) delivers professional services to its own customers to facilitate their use of Google Cloud products and services, then the following additional terms apply:
(i)
Customer may download and integrate Content
into any Google Cloud deliverables that Customer provides to Customer's
customers
.
(ii)
Customer's customers may use Content
incorporated into Google Cloud deliverables provided to Customer's customers
by Customer for their internal business purposes; and
.
(iii)
Customer will not remove any Google
Brand Features included in the Content
.
1.
Red Hat Enterprise Linux.
Customer's use of the Red Hat
Enterprise Linux product, provided by Google in
conjunction with Compute Engine, is subject to the terms
and conditions stated
at
https://www.redhat.com/licenses/cloud_cssa/
.
2.
Microsoft Products.
Customer's use of the
Microsoft products, which may include associated media,
printed materials, and “online” or electronic
documentation (individually and collectively, “Microsoft
Products”), provided by Google in conjunction with any
applicable Service(s) is subject to the terms and
conditions stated at
https://cloud.google.com/terms/service-terms/microsoft
.
3.
NVIDIA Drivers.
The NVIDIA software
components used in conjunction with the Services are
subject to the terms and conditions stated at
https://cloud.google.com/terms/service-terms/nvidia
.
Notwithstanding the preceding sentence, the NVIDIA Linux
GPU kernel modules identified at
https://github.com/NVIDIA/open-gpu-kernel-modules
will
be made available under, and subject to, the open source
terms included on that page.
In
addition, the following NVIDIA software components may be
used solely with the Services for compute and offline
graphics purposes: GRID, Tesla Driver, Cuda Toolkit,
cuDNN, TensorRT, NVENC, NVCUVID, NVML, and nvidia-aml.
4.
Oracle JDBC Driver in Looker (Google Cloud
core) only.
The Oracle JDBC software components used in conjunction
with the Looker (Google Cloud core) service are subject to
the terms and conditions stated at
https://cloud.google.com/terms/looker/legal/customers/service-terms/oracle
.
5.
Ubuntu Pro (Canonical).
Customer’s use of Ubuntu Pro (a product of Canonical
Group Limited), provided by Google in conjunction with
Compute Engine, is subject to the terms and conditions
stated at
https://ubuntu.com/legal/ubuntu-pro-service-terms
.
6.
Squarespace Domains.
Customer’s use of Squarespace Domains purchased through
Google Cloud Platform is subject to the terms and
conditions stated at
Squarespace’s Terms of Service
(excluding the section entitled “Paid Services and Fees”,
as all payments will be in accordance with the Agreement),
Squarespace’s Domain Registration Agreement
,
and
Squarespace’s Privacy Policy
.
7.
AppNeta (included in Cloud Network Insights).
Customer's use of AppNeta (as defined in the
Service Terms above) is subject to (a) the Broadcom End User Agreement at
https://www.broadcom.com/company/legal/licensing
,
excluding Sections 10.4 and 10.5 of the Foundation Agreement, the Services
and Education Module, and the sections entitled "Fees", "Support Offering",
and "SaaS Support"; (b) the AppNeta for Google Cloud Network Insights
Specific Program Documentation ("SPD") and SaaS Listing at
https://legaldocs.broadcom.com
;
and (c) any additional Broadcom terms presented to Customer as part of the
Cloud Network Insights onboarding.
1.
Committed Units.
a.
Selection and
Commitment
. If Customer purchases Committed Units,
then notwithstanding the payment terms in the Agreement,
Customer will pay the Fees for those Committed Units
during the Committed Unit Term selected by Customer,
whether or not they are used, as stated at the Fees URL
for the applicable SKU. The Fees for some Committed Units
may be fixed for the duration of the Committed Unit Term
to the price in effect at the beginning of that Committed
Unit Term, as described in the applicable Documentation.
b.
Renewal
. Unless
otherwise stated in the Admin Console or other
documentation, at the end of each Committed Unit Term, the
Committed Unit selection will automatically renew for the
same Committed Unit Term at the same quantity until
Customer selects in the Admin Console to stop renewing or
either party notifies the other party in writing to cancel
the renewal.
c.
Cancellation and
Expiration
. If Google serves notice to non-renew
the Agreement, terminates the Agreement (other than for
Customer's material breach), or discontinues providing the
Services applicable to the Committed Units, Google will
refund Customer any unused prepaid Fees following the
expiration or termination of the Agreement, or
discontinuance of the relevant Services, as applicable.
Any use of the Services after cancellation or expiration
of the Committed Units will be billed at standard Fee
rates.
d.
No Resell or
Transfer
. Unless Google agrees otherwise, Customer
may not resell or transfer Committed Units. Further,
unless Google agrees otherwise in writing, Partners may
not transfer or share Committed Units between multiple
customers.
2.
Currency Conversion.
When charging in non-USD
currency, Google will convert USD-denominated prices into
applicable currency according to market conversion rates
published by leading financial institutions from time to
time.
3.
SAP S/4HANA
.
If Customer is purchasing the
SAP S/4HANA offering from SAP and has made financial
commitments for expenditure on Google Cloud Platform
Services in an addendum to the Agreement, then Google
agrees to apply the dollar amount (net of any credits,
discounts and Taxes) of Google Cloud Platform
infrastructure services consumed by SAP in delivering SAP
S/4HANA to Customer under the SAP S/4HANA Cloud Contract (the “SAP Allocation”)
towards Customer’s then-current commitment. If Customer has multiple
commitments, then the SAP Allocation will be applied towards the commitment
that was most recently entered into with Google. Customer
acknowledges that SAP will provide Google with the
information necessary for Google to obtain the accurate
volume of Google Cloud Platform infrastructure services
consumed by SAP under the framework of Customer’s SAP
S/4HANA Cloud Contract, and agrees that Google may use
this information to determine the monetary amount to be
counted towards Customer’s commitment.
For the purposes of this
subsection:
“
SAP
” means SAP SE, a
company registered in Germany, or its Affiliate, as
applicable.
“
SAP S/4HANA Cloud Contract
” means the separate
contract between Customer and SAP (entitled “RISE with SAP
S/4HANA Cloud Private Edition-SAP RISE Order Form”) under
which the SAP S/4HANA Cloud (private edition) is made
available by SAP to Customer.
This Section (SAP S/4HANA)
does not apply to any customer accessing Google Cloud
Platform Services as a customer of an unaffiliated Google
Cloud Platform reseller.
4.
Paid Credits.
If Customer purchases any Paid Credits, the Supplemental Paid Credit Terms at
https://cloud.google.com/terms/supplemental-paid-credit
will apply.
5.
Additional Definitions.
“
Committed Units
”
means a non-cancellable (a) specified quantity of the
Services (e.g. Compute Engine virtual machine instances),
which may include a specified machine type, region, zone,
query capacity, and period of time to use; (b) specified
amount of credits to be purchased for expenditure on
specified Services during a specified time period; or (c)
a specified quantity of the Services offered on a
subscription basis during a specified time period.
“
Committed Unit
Term
” means the period of time during which
Customer is obligated to pay for the Committed Units.
“
Fees URL
”
means
https://cloud.google.com/skus
.
“Order Form”
means
an order form executed by Customer and Google or an order
placed by Customer via a Google website, in either case
specifying the Services Google will provide to Customer.
“Paid Credits”
has the meaning given in
the Supplemental Paid Credit Terms at
https://cloud.google.com/terms/supplemental-paid-credit
.
6.
Price Change Rationale
.
To the extent Google has a right to modify Prices under the Agreement, it may
have various reasons for doing so, including
(for example, and without limitation): (a) changes in Google's underlying
costs for developing, providing, maintaining, and/or selling the Services,
such as costs related to hardware, software licenses, energy, labor, and data
center infrastructure; (b) enhancements, modifications, or changes to the
nature, features, or functionality of the Services, including the introduction
of new services or capabilities; (c) prevailing market conditions, including
competitive pressures, inflation, deflation, or currency exchange rate
fluctuations; (d) changes in applicable laws, regulations, taxes, or other
compliance requirements that impact the cost or manner of delivering the
Services; (e) the evolution of technology and industry standards affecting the
Services; and (f) changes to costs payable by Google to third parties.
1.
Modification of Terms.
The following amendments to these Service
Specific Terms apply if the Agreement authorizes the resale or supply of
Google Cloud Platform Services under a Google Cloud partner or
reseller program:
a. A “Partner Customer” will mean an entity to
whom Partner resells or supplies the Services under the Agreement.
b. Any references to a Customer Application
means an Application.
c. The subsection of these Services Specific
Terms under “Generative AI Services” titled “Restrictions” will be amended
to state:
The restrictions contained in subsections (d)
and (e) above are deemed to be additional restrictions in the
“Use Restrictions” section under the applicable Agreement’s Google Cloud
Platform Product Schedule.
d. The definition of a Customer Adapter Model
will mean:
“Customer Adapter Model” means an adapter
model that Partner or a Partner Customer creates using its Partner Data
with an AI/ML Service.
e. The definition of a Customer Model will mean:
“Customer Model” means (i) a model that Partner or a Partner
Customer creates without using a Google Pre-Trained Model or (ii) a
model owned by Partner, a Partner Customer, or a third party that Partner
or a Partner Customer uploads, fine-tunes, or deploys in AI/ML Services.
Customer Models do not include Customer Adapter Models.
f. The definition of a Fine-Tuned Google Model
will mean:
“Fine-Tuned Google Model” means an uptrained
model that Partner or a Partner Customer creates by using an AI/ML Service
to retrain or fine-tune a Google Pre-Trained Model using Partner Data.
g. The Partner or Partner Customer
(as applicable) that creates a Fine-Tuned Google Model will have sole access
to use that Fine-Tuned Google Model.
2.
Partner Software Terms.
The following apply to Partner’s use of Software
(including “Premium Software” as defined in the General Service Terms):
a.
Sublicensing
.
(i) Partner may sublicense Software, but only to its Customers who are
obtaining the Software from Partner (“Authorized Sublicensees”).
(ii) Partner may not grant any Authorized Sublicensee the right to further
sublicense any Software.
b.
Provision Limitations
. Unless Google has provided specific
written instructions otherwise, Partner may not directly provide
the Software to any third party (including any Authorized Sublicensee) and
will instruct Authorized Sublicensees to directly download the Software from a
URL or other repository provided by Google.
3.
SAP S/4HANA (Partner).
If a Partner Customer is purchasing the SAP S/4HANA offering from SAP and
Partner has made financial commitments for expenditure on Google Cloud
Platform Services with respect to that Partner Customer in an addendum to the
Agreement, then Google agrees to apply the dollar amount
(net of any credits, discounts, and Taxes) of Google Cloud Platform
infrastructure services consumed by SAP in delivering SAP S/4HANA to Partner
Customer under the SAP S/4HANA Cloud Contract (the “SAP Allocation”) towards
Partner’s then-current commitment with respect to that Partner Customer.
If Partner has multiple commitments with respect to a Partner Customer, then
the SAP Allocation will be applied towards the commitment that was most
recently entered into with Google. Partner acknowledges that SAP will provide
Google with the information necessary for Google to obtain the accurate volume
of Google Cloud Platform infrastructure services consumed by SAP under the
framework of Customer’s SAP S/4HANA Cloud Contract, and agrees that Google may
use this information to determine the monetary amount to be counted towards
Partner’s applicable commitment. Partner will obtain any consents from Partner
Customer necessary to allow for the provision and use of information described
in the preceding sentence. Notwithstanding the foregoing, if a Partner
Customer has a separate financial commitment directly with Google to which
the SAP Allocation is being applied, then this Section (SAP S/4HANA (Partner))
will not apply to Partner with respect to that Partner Customer.
For the purposes of this subsection:
“SAP”
means SAP SE, a company registered in Germany, or its Affiliate, as
applicable.
“SAP S/4HANA Cloud Contract”
means the separate contract between
Partner Customer and SAP (entitled “RISE with SAP S/4HANA Cloud Private
Edition-SAP RISE Order Form”) under which the SAP S/4HANA Cloud
(private edition) is made available by SAP to Partner Customer.
The Service Specific Terms specific to one or more SecOps Services or
Software can be found at:
https://cloud.google.com/terms/secops/service-terms
,
which are incorporated into these Service Specific Terms. The SecOps Service
Specific Terms (and other than this section, not these GCP Service Specific
Terms) apply to Customer's use of SecOps Services and Software (as each is
described in the
SecOps Services Summary
).
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