Zoom Services Description

This Zoom Services Description describes the Services that may be ordered on an Order Form, or through a Reseller Customer Agreement, or provided by Zoom, and sets forth further Service- and feature-specific terms and conditions that may apply to Zoom’s provision and Customer’s use of the Services. Capitalized terms not defined herein shall have the meanings assigned to them in the Terms of Service (“TOS”), Master Subscription Agreement (“MSA”), Zoom Reseller Customer Terms of Service, or any other services agreements for the delivery of the Services, as applicable.

References to “Customer” herein will be a reference to “You” and “Your” as that term is defined in the Terms of Service.

A. Definitions. For purposes of this Zoom Services Description, the following definitions will apply:

“Hardware Programs” mean services or programs provided by Zoom that enable customers to procure hardware devices for use with Zoom Meeting Services or Zoom Phone Services subject to separate terms with the equipment manufacturers or otherwise as noted in the separate program terms.

“Host” means an individual who is an identified employee, contractor, or agent of Customer to whom Customer assigns the right to host Meetings. A Host may hold an unlimited number of Meetings during the Initial Subscription Term or Renewal Term (as applicable), but the number of Meetings a Host may host concurrently shall depend on whether Customer orders a Concurrent Meetings package on an Order Form.

“Meeting” means a Zoom Video meeting.

“Participant” means an individual, other than the Host, who accesses or uses the Services, with or without the permission and knowledge of the Host.

“Zoom Documentation” means this Zoom Services Description, the Zoom website (www.zoom.us) and any additional description of the Services which may be incorporated into this Agreement.

“Zoom Meeting Services” means the various video conferencing, web conferencing, webinar, meeting room, screensharing, chat, connectors, audio plans, cloud storage, and other collaborative services offered by Zoom Video that Customer may order on an Order Form.

“Zoom Phone Services” means voice connectivity services, including, but not limited to, nomadic interconnected VoIP services, provisioning of direct dial numbers, two-way voice calling and private branch exchange (PBX) functionality and related services that Customer may order on an Order Form.

B. Compliant Use. Customer shall ensure that its and its End User’s access to and use of the Services complies with all applicable Laws, including, but not limited to, those related to use of the Internet for voice communications and messaging, privacy, recording of communications, and End User notifications and consents pertaining to the collection, storage, processing, sharing, access, and use of Customer Content and personal data.

C. Prohibition on Sharing. Customer may not share an account, Host rights, or any other user rights with any other individual, unless otherwise expressly pre-approved by Zoom in writing. Customer may not share any login credentials or passwords regarding the foregoing with any other individual. Customer acknowledges that sharing of any such rights is strictly prohibited. Customer’s right to use or access the Services is not assignable or transferable. Customer may not assign or transfer any account, Host rights, or any other user rights with any other individual, except upon (i) an individual termination of employment or relationship with their employer, as applicable, or (ii) Zoom’s prior express written approval.

D. Zoom Meeting Services. Zoom Meetings Services enable Hosts to schedule and start Meetings and to allow Participants to join Meetings for the purpose of collaborating using voice, video, and screensharing functionality. Every meeting will have at least one Host. Chat features allow for out-of-session one-on-one or group collaboration. Further features, functionality, and solutions are described at www.zoom.us.

1. Concurrent Meetings. The Concurrent Meetings feature enables a Host to host more than one Meeting at a time, subject to the specific limitations of the Concurrent Meetings package Customer may order on an Order Form.

E. Zoom for Education (K-12). Zoom for Education (K-12/Primary and Secondary Schools) allows primary schools, secondary schools, school districts and school systems (“School Subscribers”) to use Zoom Meeting Services for educational purposes. Zoom maintains policies and procedures designed to comply with applicable requirements of student privacy laws including, without limitation, GDPR and the Family Educational Rights and Privacy Act (FERPA) and applicable state laws (the “Privacy Laws”). The Privacy Laws may provide students or their parents with certain rights in their personal information. If Customer is a parent or student and has questions about the Privacy Laws or Customer’s related rights, please contact Customer’s school administration. If Customer is a “K-12 Account User” — meaning a teacher, principal, or other educator or school personnel authorized by a School Subscriber to use its K-12 Account — Customer represents and warrants that Customer has been duly authorized by Customer’s School Subscriber to create an account, use the Zoom Meeting Services, and to agree to these contract terms. Customer further agrees to use Customer’s account solely for educational purposes and solely for the benefit of Customer’s School Subscriber and its students. If Customer is a K-12 Account User subject to U.S. or similar law, Customer consents, for itself and Customer’s School Subscriber, to Zoom’s collection, use and sharing of personal information of student End Users including those who are under the age of 16 in accordance with Zoom’s K-12/Primary & Secondary Schools Privacy Statement and Customer instructs Zoom to process the personal data of student End Users in accordance with such policy. If Customer is a K-12 Account User subject to GDPR or similar law, Customer determines the legal basis, means and purposes for processing the data, and instructs Zoom to process personal information of student End Users, including those who are children under the age 16, in accordance with Zoom’s K-12/Primary & Secondary Schools Privacy Statement found at https://explore.zoom.us/en/schools-privacy-statement/.

1. Addendum for Connecticut School Subscribers. This Agreement as applied to Connecticut School Subscribers incorporates by reference the Zoom Terms of Service Addendum for Connecticut School Subscribers (“Addendum”) which is designed to comply with the requirements of the Connecticut Act Concerning Student Data Privacy, Conn. Gen. Stat. Ann. § 10-234aa-dd.

F. Zoom Phone Services.

1. Definitions: For purposes of the Zoom Phone Services, the following definitions apply:

“Device” means the device assigned to a virtual extension or individual digital line set up within an account or by Zoom at Customer’s direction or request.

“Phone Host” means the individual assigned to access and use the Zoom Phone Service. A Phone Host is a “Host” for purposes of the definitions of “Host” and of “End User” used in this Agreement.

2. Zoom Phone Service Provider. Zoom is the provider of Zoom Phone Services to customers located outside the United States. Zoom Voice Communications, Inc. (“Zoom Voice”) is the provider of Zoom Phone Services to customers located in the United States and sets the terms, conditions and rates for Zoom Phone Services.

3. Description of Services. Zoom Phone Services are cloud-based phone services that use voice over internet protocol (VoIP) to provide Customer with the following services and functionalities, as selected by Customer on an Order Form and subject to the Zoom Phone Service Additional Terms and Policies found at https://zoom.us/legal:

a. Zoom Phone Service. Zoom Phone Service is a cloud-based phone service that allows two-way voice calling and private branch exchange (PBX) functionality, and a feature set as described on the zoom.us website.

b. Public Switched Telephone Network Communications (PSTN) Access. Phone Hosts and End Users can be enabled to make and receive calls to the PSTN and be assigned a direct inward dialing phone number (DID) via a Zoom Phone Calling Plan.

c. Bring Your Own Carrier (BYOC). BYOC allows customers to use the telecommunications provider of their choice to provide PSTN access and inward DID numbers. Zoom provides BYOC customers with software that enables On Net Access and access to a range of Zoom call management features and functions. BYOC enables customers to (i) have PSTN capability in regions where Zoom does not offer PSTN Access; (ii) maintain relationships with currently deployed carriers; and/or (iii) configure deployments for flexibility and redundancy. Customer must ensure that its carrier provides all regulated telecommunications services and is responsible for telecommunications regulatory compliance.

d. SMS Capabilities. Zoom Phone Service supports basic SMS capabilities within the United States and Canada. It is the Customer’s responsibility to confirm that any intended SMS use cases are supported in the Zoom Documentation.

e. Additional Zoom Phone Features. Additional functionality such as enabling common area phones, and additional Toll Free and DID phone numbers may be purchased as described on the Order Form.

f. Provision of Regulated Communications Services. Zoom may rely on local providers to supply certain regulated communication services; for example: to enable Customer to place local calls within local jurisdictions and/or to connect with the local public switched telephone network (PSTN). Zoom’s locally licensed Affiliates provide all telecommunications services offered to Customer within the countries in which such Zoom Affiliates are licensed. Zoom is responsible for all contracting, billing, and customer care related to those services.

4. Zoom Phone Policies. Customer acknowledges and agrees that additional Zoom Phone policies found at https://zoom.us/legal apply to Customer’s use of Zoom Phone Services.

5. Emergency Calling (E911). Customer acknowledges and agrees that if Zoom is the emergency service provider, then Customer has read and understood Zoom Voice Communications, Inc.’s Emergency Calling or 911 Customer Notification, found at www.zoom.us/legal. If Zoom is not the emergency service provider, then Customer’s underlying carrier’s emergency service or 911 notification polices apply.

6. Equipment. Except as expressly provided through a Hardware Program, neither Zoom nor Zoom Voice supplies any devices or other equipment used in connection with the Zoom Phone Services. Zoom Voice does test certain devices and equipment to determine whether they are supported on the Zoom Phone platform (although it has not tested all possible devices and equipment available in the marketplace). A summary of devices and equipment to date that Zoom Voice has determined are supported by the Zoom Phone platform may be provided on request. Customer should consult with Zoom or Zoom Voice, as appropriate prior to deploying any other devices and equipment.

G. Zoom Rooms. Zoom Rooms is a software-based conference room system that provides a collaboration experience for in-room and virtual participants including one-click to join meeting, wireless multi-sharing, interactive whiteboard, and intuitive room controls Zoom Rooms include conference room specific features such as scheduling display, digital signage, and remote room management.

H. Zoom Hardware Program. Hardware Programs enable customers to procure hardware products that work with and provide access to Zoom Meeting Services or Zoom Phone services, subject to additional terms and conditions. A separate subscription to the Zoom Meeting Services or Zoom Phone Services, as applicable, is required.

1. Zoom Hardware as a Service. Zoom’s Hardware-as-a-Service Program (“HaaS Program”) enables customers to sub-lease certain leased devices in conjunction with and for the same subscription term as an associated underlying subscription for Zoom Meeting Services or Zoom Phone Services. Additional HaaS Program terms are found here.

I. Zoom for Government is the Zoom Meeting Services, Zoom Phone Services, Zoom Conference Room Connector, Zoom Rooms, Zoom Team Chat and Zoom APIs offered by Zoom in a FedRAMP authorized cloud environment. Zoom for Government enables customers to leverage a limited version of the Services in a separate, FedRAMP authorized cloud environment hosted in Amazon Web Services Government Cloud and Zoom’s collocated data centers in the continental United States (in San Jose, CA and New Jersey), independent of Zoom’s standard commercial cloud environment. Specific features, functionality, and solutions are described at https://www.zoomgov.com/. The standard commercial Zoom platform and Zoom for Government are independent environments and, therefore, data cannot be exchanged between them including, without limitation, instant messaging data or chat data.

1. FedRAMP Security Features. Zoom for Government is authorized at the FedRAMP Moderate level ATO. TLS 1.2 or greater is required.

2. Zoom for Government Overview. The Zoom for Government platform unifies cloud video conferencing, a cloud phone system, messaging, simple online meetings, and a software-defined conference room solution into one easy-to-use platform. The Zoom for Government platform is a FedRAMP Moderate-authorized cloud environment that is separate from the standard Zoom platform. The Zoom for Government platform is managed exclusively by US Persons, and is located exclusively in CONUS in the AWS GovCloud and two US-based data centers. Zoom for Government includes: DOD Impact Level 2/4, FIPS 140-2, HIPAA third party attestation, and several accessibility-related attestations. The solution offers video, audio, phone, chat, and wireless screen-sharing across Windows, Mac, Linux, Chrome OS, iOS, Android, Blackberry, Zoom Rooms, and H.323/SIP room systems. Zoom for Government services include:

i. Zoom Cloud Video Conferencing. A cloud-based collaboration service which includes video, audio, content sharing webinars and collaboration.

ii. Zoom Phone. A cloud-based phone system with traditional private branch exchange features, integrated public switched telephone network connectivity, enhanced emergency services, and support for calling from mobile apps, desktop apps, and legacy desk phone devices.

iii. Zoom Team Chat. Send chat messages in public or private channels organized by projects, teams, or topics with the ability to share files, emojis, screenshots, and more.

iv. Zoom Rooms. Software-based group video conferencing for conference rooms that run off-the-shelf hardware including a dedicated Mac or PC, camera, and speaker with an iPad controller.

v. Zoom Conference Room Connector. A gateway allowing H.323 and Session Initiation Protocol (SIP) systems to connect to Zoom Meetings. Conference Room Connector is available in both cloud computing and as software for installation on the customer premise.

vi. Zoom Meeting Connector. A software version of the Zoom cloud infrastructure intended for installation on the customer premise.

vii. Zoom API. Provides the ability for developers to easily add video, voice and screen sharing to your application. Our API is a server-side implementation designed around representational state transfer (REST). The Zoom API helps manage the pre-meeting experience such as creating, editing and deleting resources like users, meetings and webinars.

J. Zoom Marketplace. The Zoom App Marketplace, available at https://marketplace.zoom.us, or the Zoom for Government Marketplace, available at https://marketplace.zoomgov.com (each referred to herein as “Marketplace”), is a site hosted by Zoom to provide access to applications (the “Apps”) created by third party developers (“Publishers”) or Zoom that are interoperable with Zoom Services, and make them available from both mobile and desktop client apps. Access to and use of the Zoom App Marketplace and the Zoom for Government Marketplace is governed by the Zoom App Marketplace Terms of Use (https://zoom.us/docs/en-us/marketplace_tou.html). Zoom for Developers (available at https://developer.zoom.us) is governed by the Zoom API License and Terms of Use (https://zoom.us/docs/en-us/zoom_api_license_and_tou.html) and Marketplace Developer Agreement (https://zoom.us/marketplace_developer_agreement). Zoom does not warrant or provide support for Publisher’s Apps. Publishers are solely responsible for all aspects of the Apps they publish, including content, functionality, availability and support. Publishers are required to provide their own terms of service, privacy policy and support information (“Publisher Terms”). Customers who access or download Apps must enter into Publisher Terms directly with the Publisher. Zoom is not responsible for the Apps, their content, functionality, availability, or support. Apps are hosted AS IS and use of the Apps is at Customer’s own risk, subject to the Publisher Terms. Apps may become unavailable or be removed by a Publisher at any time and any data stored in them may be lost or become inaccessible. Zoom is not responsible for Customer Data (as defined in the Zoom App Marketplace Terms of Use) transferred to a Publisher, or for any transmission, collection, disclosure, security, modification, use or deletion of Customer Data by or through an App. Publishers may use Customer Data as permitted in the Publisher Terms. Use of the Apps may require Customer Data to be transferred to the Publisher and by accessing and using the App, Customer consents to the transfer of Customer Data by Zoom as required by the Publisher. Customer should contact the Publisher for support or questions. Zoom makes no representations and disclaims all warranties, express or implied, regarding Apps and reserves the right to remove an App from the Marketplace at any time, in its sole discretion.

K. Zoom Events and Zoom Sessions. Zoom Events and Zoom Sessions are cloud-based services enabling Customers to host virtual and hybrid events using Zoom Meeting Services and/or Zoom Webinar. Use of Zoom Events and Zoom Sessions is subject to the Zoom Events Host Terms of Use (https://explore.zoom.us/en/zoom_events_host_tou/), and attendance at a virtual or hybrid event hosted using Zoom Events or Zoom Sessions is subject to the Event Participant Terms of Use (https://explore.zoom.us/en/event_participant_tou/). Customer’s access to and use of Zoom Events or Zoom Sessions requires a corresponding subscription to Zoom Meeting Services. In the event such underlying Zoom Meeting Services subscription expires or is terminated for any reason, Customer’s access to Zoom Events and Zoom Sessions will also terminate.

1. Zoom Events. Zoom Events enables Customers to host multi-session, multi-day virtual and hybrid events. Zoom Events includes, among other features, a variety of registration and built-in ticketing options, attendee networking features, customizable emails and branding, optional expo floor services, and event analytics.

2. Zoom Sessions. Zoom Sessions enables Customers to host single-session virtual and hybrid events. Zoom Sessions includes certain signature features of Zoom Events but does not include all features, for example, attendee networking features and optional expo floor.

3. Features. Functionality and Solutions. Detailed features, functionality, and solutions for Zoom Events and Zoom Sessions are described at: https://explore.zoom.us/en/products/event-platform/.

L. Managed Domains. Zoom permits Customers to reserve domains associated with their enterprise and to manage any accounts that are subscribed to Zoom using that domain (“Managed Domain Customer”). Customer may only associate to the Zoom Services domain(s) that they own or are legally entitled to associate for use with the Services. In the event that a Zoom account is created or exists on the reserved domain, but is not authorized by the Managed Domain Customer (the “Non-Managed Domain Account”), the person using or creating such Non-Managed Domain Account will be notified that the domain is reserved for the Managed Domain Customer and will be requested to change the domain associated with the Non-Managed Domain Account. If the person using or creating such Non-Managed Domain Account does not change the domain within the period specified, that person will be deemed to have consented to the Non-Managed Domain Account being added to the Managed Domain Customer and to have further consented for all data associated with the Non-Managed Domain Account to be shared with the Managed Domain Customer.

M. Zoom Contact Center.

1. Service Description. The Zoom Contact Center Service (“Zoom Contact Center”) is cloud-based software for contact centers that enables organizations to manage interactions with their customers or end users over multiple channels, including voice and video. Customer can enable calls to and from the PSTN using Voice over Internet Protocol (VoIP) by purchasing a Zoom Contact Center monthly usage plan. Additional Zoom Contact Center features are described at https://www.zoom.us.

2. Compliance with Laws. Customer is solely responsible for Customer’s and its users’ use of Zoom Contact Center and shall ensure such use complies with the laws and regulations of the countries where they are located, including any regulations governing the use of the Internet for voice communications and messaging. Customer represents and warrants that they have provided all disclosures and notifications and have obtained all consents required in connection with the monitoring or recording of conversations as required by local laws or regulations. Customer is solely responsible for compliance with all laws applicable to marketing and solicitation, including but not limited to the US Telephone Consumer Protection Act of 1991 (TCPA), the FTC’s Telemarketing Sales Rule, and Canada’s Anti-Spam Legislation (CASL).

3. Emergency Services. Zoom Contact Center is not a replacement for traditional telephone services. Customer is responsible for notifying and ensuring individuals authorized to use Zoom Contact Center through their account (including agents, supervisors, and administrators) are aware that calls to emergency service providers may not be made through Zoom Contact Center and how to contact emergency service providers via other means, including alternative arrangements made available by Customer. Customer will indemnify and hold Zoom and its Affiliates harmless from any Claims arising from or relating to any emergency services call or any inability to place an emergency services call using Zoom Contact Center.

4. Zoom Contact Center Policies. Customer acknowledges and agrees that Zoom Phone and Contact Center Text Messaging Policy for the United States and Zoom Contact Center Acceptable Use Policy found at https://zoom.us/legal apply to Customer’s use of Zoom Contact Center.

5. Corresponding License. Customer’s access to Zoom Contact Center requires a corresponding license to use the Zoom Meeting Services and/or Zoom Phone Services. In the event such underlying license expires or is terminated for any reason, Customer’s access to Zoom Contact Center, will also terminate. Upon termination, Customer will be billed for any unpaid Zoom Contact Center Charges. Except as explicitly provided otherwise, all Zoom Contact Center payment obligations are non-cancelable and all amounts paid are non-refundable.

6. Calling Plans and Virtual Service Numbers. Zoom Voice is the provider of calling plans and virtual service numbers that may be used with Zoom Contact Center.

N. Zoom Workforce Management (WFM).

1. Definitions.

“WFM Host” means the individual assigned to access and use the Zoom Workforce Management Service. A WFM Host is a “Host” for purposes of the definitions of “Host” and “End User” used in this Agreement.

2. Service Description. Zoom Workforce Management is a cloud-based SaaS service for organizing, optimizing, and systematically managing enterprise workforces through the Zoom web portal. WFM can be used for activities including but not limited to: (i) scheduling (creating a group of schedules based on multiple factors including staffing needs, individual time off, agent queues, and hours of operation); (ii) forecasting (using algorithms to predict future interaction volume based on historical interaction data, applying future market events and key performance indicators to that forecast to develop predictive staffing needs); and (iii) intraday management (managing the interval level activities of the current day by monitoring real time adherence, adjusting for unplanned events, and adapting to rapidly changing staff needs).

3. Corresponding Subscription. Customer’s access to and use of WFM may require a corresponding paid subscription to other Zoom Services, such as Zoom Contact Center. If such required corresponding subscription expires or is terminated for any reason, Customer’s access to WFM will also terminate.

O. Zoom Quality Management (QM)

1. Definitions.

“QM Host” means the individual assigned to access and use the Zoom Quality Management
Service. A QM Host is a “Host” for purposes of the definitions of “Host” and “End User” in this Agreement.

2. Service Description. Zoom Quality Management is a cloud-based service for reviewing customer interactions
in the contact center and assessing whether contact center agents are meeting quality standards. QM Hosts can initiate activities through the Zoom web portal including but not limited to: (i) analyzing and extracting insights from recorded and transcribed customer interactions using natural language processing and machine learning algorithms; (ii) reviewing their customer or end user interactions; and (iii) measuring and improving individual and team performance through the use of scorecards, coaching, and guided training.

3. Corresponding Subscription. Customer’s access to and use of QM may require a corresponding paid
subscription to Zoom Contact Center. If such required corresponding subscription expires or is terminated for
any reason, Customer’s access to QM will also terminate.

P. Zoom Revenue Accelerator

1. Zoom Revenue Accelerator is an add-on service that is available for certain Zoom Services which captures and
extracts data and information from the underlying Service(s) e.g., Zoom Meetings and Zoom Phone, resulting in visually displayed, accessible, and locatable insights and analytics. Any output created in the use of Zoom Revenue Accelerator is deemed Customer Content.

2. Applicability of Terms. These Zoom Revenue Accelerator terms shall take effect upon the earlier of the Service Effective Date or Customer’s use of Zoom Revenue Accelerator and will remain in effect for the Initial Subscription Term and any Renewal Term as set forth in the applicable Order Form. Notwithstanding anything to the contrary in any contract between Zoom and Customer, in relation to Zoom Revenue Accelerator, these Zoom Revenue Accelerator terms shall govern and control in the event of any conflicting or inconsistent terms and take precedence irrespective of order of precedence terms to the contrary in any contract between Zoom and Customer.

3. Corresponding Subscription. Customer’s access and use of Zoom Revenue Accelerator requires a corresponding paid subscription to Zoom Meeting Services, or Zoom Phone (if available), or both. In the event such underlying Zoom Meeting Services or Zoom Phone subscription for which Zoom Revenue Accelerator is used expires or is terminated for any reason, Customer’s access to Zoom Revenue Accelerator will also terminate and Customer will be billed for any unpaid Zoom Revenue Accelerator Charges or fees. Except as explicitly provided otherwise, all Zoom Revenue Accelerator payment obligations are non-cancelable and all amounts paid are non-refundable.

4. Participant Notifications. Customer acknowledges that although Zoom may provide a customizable sample recording notice to Participants, Customer is solely responsible for ensuring compliance with applicable laws including but not limited to, privacy requirements, and where required, sufficient notice to Participants regarding the recording, monitoring, collection and use of Customer Content by Customer, Zoom, and others.

5. Updated Version of Zoom. Customer acknowledges that in order to receive the full benefit of Zoom’s security and notification features, Customer and Customer’s End Users must update the client application with Zoom’s most recent version available.

Q. Zoom Workspace Reservation. Zoom Workspace Reservation is a service that enables the management of physical spaces with tools for customers to reserve and manage their workspace utilization by connecting users to workspaces. Workspace Reservation includes, among other functionality, the ability: to reserve workspaces in advance, upon arrival using a kiosk, or directly at the workspace; to make recommendations on workspaces to reserve; to set-up and view floor maps; and to analyze data on the utilization of workspaces.

R. Zoom Node. Zoom Node is a cloud-based hybrid platform that connects Customer’s data center servers with Zoom’s cloud. Zoom Node enables the cloud-driven deployment and management of a variety of Zoom workloads, otherwise referred to as service modules (e.g., Zoom Phone Local Survivability, Meetings Hybrid, Meetings Connector, and Recording Connector). These service modules enable certain Zoom Service functionality, and are managed through the Zoom Web portal. Zoom Node provides a centralized dashboard, which includes tools for service management, updates, log management, performance reporting and troubleshooting. Use of Zoom Node also requires a subscription to the applicable service module and the service module’s corresponding Zoom Service.

S. Customer Managed Key Service. Customer Managed Key Service is an advanced security service, which allows Customers to encrypt and decrypt certain Customer Content stored by Zoom using cryptographic keys provided and maintained by an external Key Management Service (“KMS”). KMS means a managed system obtained by Customer from a third party provider enabling Customer to create and control certain cryptographic keys. KMS is not a Zoom Service and must be purchased separately from Zoom’s Customer Managed Key Service from a provider supported by Zoom.

1. Corresponding License. Customer’s access and use of Customer Managed Key Service requires a corresponding subscription to Zoom Meeting Services, Zoom Phone Services, Zoom Rooms and/or Zoom Events. In the event such underlying Zoom Meeting Services, Zoom Phone Services, Zoom Rooms and/or Zoom Event subscription for which Customer Managed Key Service is used expires or is terminated for any reason, Customer’s access to the Customer Managed Key Service for the corresponding license will also terminate and Customer will be billed for any unpaid Customer Managed Key Service Charges or fees. Except as explicitly provided otherwise, all Customer Managed Key Service payment obligations are non-cancelable and all amounts paid are non-refundable.

2. KMS. Zoom is not liable or responsible for any act or omission of any KMS provider, any operation of KMS or Customer’s utilization thereof, including the access, modification, or deletion of Customer Content attributable to said KMS, regardless of whether Zoom’s Customer Managed Key Service supports any such KMS. Customer remains solely responsible at all times for configuring and maintaining the KMS used in conjunction with Customer Managed Key Service. Customer acknowledges and agrees that Customer’s access and use of Customer Managed Key Service requires Customer to: (1) set up and maintain a set of identical cryptographic keys in no less than two data centers located in separate geographic regions; and (2) configure and maintain KMS to ensure Zoom may access Customer’s cryptographic keys as needed to provide the Customer Managed Key Service. Zoom is not liable for Customer’s failure to meet the foregoing requirements, which may result in loss or degradation of certain Services, including but not limited to the loss of ability to use, record, view or participate in Zoom Meeting Services, Zoom Phone Services, Zoom Rooms, Zoom Events and related features.

T. Zoom Mesh Service. Zoom Mesh Service is a native eCDN (Enterprise Content Delivery Network) service that uses dynamic Zoom client-based peer-to-peer media forwarding technology controlled by Zoom cloud infrastructure. Zoom Mesh Service is designed to improve network bandwidth utilization of certain Zoom Services (e.g. Zoom Webinar and Zoom Events) by reducing the number of simultaneous identical media streams sent to a customer’s network. Customer’s access to and use of Zoom Mesh Service requires an underlying subscription to certain Zoom Services (e.g. Zoom Webinar or Zoom Events).

U. Zoom Virtual Agent. Zoom Virtual Agent is a software-based chat application service that uses artificial intelligence to automate conversations and provide solutions for customer engagement, customer support, technical support and other purposes.

V. Zoom Mail and Calendar.

1. Zoom Mail and Calendar Service. Zoom Mail and Calendar Service (“Mail and Calendar Service”) is a Zoom-hosted email service and calendar service accessible through both Zoom’s mobile and desktop client applications.

2. Backup Encryption Key. For Mail and Calendar Service, a backup encryption key will be provided for each user during the setup of the email portion of the Mail and Calendar Service. Customer acknowledges and agrees that the backup encryption keys may be required to access email messages on Mail and Calendar Service in the event Customer or a user loses access to a device, uninstalls the Zoom client application, or reformats a hard drive, and that Customer is solely responsible for maintaining accessible copies of such backup encryption keys. Zoom does not maintain backup encryption keys and is not liable or responsible for the inaccessibility of email messages on Mail and Calendar Service, or any loss of data, including but not limited to, Customer Content, resulting from Customer’s failure to maintain copies of such backup encryption keys.

3. Zoom Mail and Calendar Client. Zoom Mail and Calendar Client (“Mail and Calendar Client”) is an integration service that allows a Customer’s users to access and view their third party provider’s email and calendar in Zoom’s mobile and desktop client applications.

4. Corresponding Subscription. Customer’s access to and use of Mail and Calendar Service and Mail and Calendar Client requires a corresponding subscription to Zoom Meeting Services. Mail and Calendar Service requires a paid Zoom Meeting Services subscription. In the event such underlying Zoom Meeting Services subscription expires or is terminated for any reason, Customer’s access to Mail and Calendar Service and Mail and Calendar Client will also terminate.

W. Zoom Scheduler.

1. Definitions.

“Scheduler Host” means the individual assigned to access and use Zoom Scheduler. A Scheduler Host is a “Host” for purposes of the definitions of “Host” and “End User” used in this Agreement.

2. Zoom Scheduler Service. Zoom Scheduler is an appointment scheduling service accessible by the Scheduler Host from the Zoom website and the Zoom client application. Zoom Scheduler allows the Scheduler Host to share their availability for appointments with Participants (including Participants outside the Scheduler Host’s organization or Participants who cannot otherwise view a Scheduler Host’s calendar) by weblink sent via email, chat, or text message, and facilitates such Participants’ selection of a preferred appointment time. After a Participant selects an appointment time, Zoom Scheduler will schedule the appointment on the Scheduler Host’s calendar and will also send a calendar invite to the email address provided by the Participant. Zoom Scheduler requires the Scheduler Host to use and integrate with a supported calendaring service.

X. Zoom Huddles.

1. Definitions.

“Huddles Host” means the individual assigned to access and use Zoom Huddles. A Huddles Host is a “Host” for purposes of the definitions of “Host” and “End User” used in this Agreement.

2. Service Description. A Zoom Huddle is a persistent virtual workspace created by a Huddles Host where the Huddles Host and Participants can join to enjoy a shared and ongoing collaboration experience using voice, video, and screen sharing functionality. A Zoom Huddle maintained by Customer is accessible by all End Users. Enhanced features and functionality for Zoom Huddles may be purchased as described on an Order Form. Each End User that creates or participates in a Zoom Huddle must be logged-in and have a valid Zoom account.

Y. Zoom AI Companion. Zoom AI Companion is an artificial intelligence assistant that integrates with Zoom’s application and Services to provide Customer with certain capabilities, including, but not limited to, meeting summaries, smart recordings, message composition, and other additional Zoom AI Companion functionality that may be made available from time to time. Zoom AI Companion is designed to empower individuals to increase productivity, improve team effectiveness, and enhance their skills. Any output created in the use of Zoom AI Companion is deemed Customer Content.