FRC TrustCloud Terms of Service_12-10-2025 (002).pdf
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- Attached to
- Governance, Risk and Compliance Tools
- Contract number
- 505ENT-M26-GRCTOOLS-01
- Issued by
- Wisconsin
About this file
This document is a Terms of Service rider incorporated into an agreement between Federal Resources Corporation (Prime Contractor) and the State of Wisconsin (Government), involving TrustCloud software licensing and services. The document outlines the terms of service for a software platform, with specific provisions governing the use of TrustCloud's software and associated services.
The contract provides the Government with a limited, non-exclusive, worldwide license to access and use TrustCloud's software for internal business purposes. The service includes generative AI functionality called "Assurance AI" with specific usage restrictions, and offers a Premium Service Commitment of 99.9% monthly uptime. The support model includes 24x7 support for Critical (SEV1) tickets and 24x5 support for other priority levels, with defined response time service level agreements (SLAs). In the event of SLA violations, the Government may be eligible for service credits, with a maximum credit of 30% of monthly subscription fees or $10,000, whichever is smaller. The contract also specifies detailed provisions for issue qualification, support processes, and limitations on data usage and AI model training.
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FRC TERMS OF SERVICE 1
TERMS OF SERVICE
This Rider is incorporated into and made part of the Agreement between Federal Resources Corporation (“Prime Contractor”) and the State of Wisconsin (“Government”). The following terms and conditions are flowed down from TrustCloud and shall apply to the Government’s use of the Products.
1. Software License
TrustCloud grants the Government a limited, non-exclusive, non-transferable, royalty-free, worldwide license during the term of this Agreement, solely for internal business purposes and in accordance with the limitations set forth in the applicable Order:
o (a) to access, use, perform, and digitally display the Software in accordance with the Documentation; and o (b) to use and reproduce a reasonable number of copies of the Documentation solely to support use of the Software.
Except as expressly permitted, the Government shall not:
o license, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit the Software;
o modify or create derivative works;
o frame or mirror the Software on another server or device;
o decompile, disassemble, reverse engineer, or attempt to obtain source code;
o use the Software for competitive purposes;
o interfere with operation or access via unapproved interfaces; or o use the Software in any manner inconsistent with law, Documentation, or this
Agreement.
2. Acceptable Use
The Government shall not, and shall not permit any third party to:
Store infringing, obscene, unlawful, or tortious material;
Store material containing viruses, worms, Trojan horses, or harmful code;
Interfere with or disrupt the integrity or performance of the Software or data;
Attempt to gain unauthorized access to the Software or related systems.
3. Government Responsibilities
The Government shall:
Ensure Authorized Users comply with these Terms of Service;
Be responsible for the content of Government Data and provide TrustCloud with accurate information;
Manage Authorized User credentials and maintain password security;
Docusign Envelope ID: B178C9FE-B705-4A1F-9543-618220404B57Docusign Envelope ID: 2BCD5BA8-5FF8-4CD7-B08B-4B795B73D5F9Docusign Envelope ID: 95676256-3157-43B6-93CB-458EB0982D23
FRC TERMS OF SERVICE 2
Use commercially reasonable efforts to prevent unauthorized access and promptly notify TrustCloud of any such incidents.
4. Support and Availability
TrustCloud will provide support and availability in accordance with the terms attached hereto as Exhibit A.
5. Assurance AI Features
TrustCloud uses generative AI functionality (“Assurance AI”) to enhance the Software. By using the Software, the Government consents to processing of Government Data for the purposes outlined below.
Government Data may be used only:
o (a) as input for generative AI models to create content (answers, notes, summaries, remediation plans, suggestions). Generative AI models do not store Government Data or use it beyond generating requested content.
o (b) to refine and improve non-generative algorithms tailored to the Government’s account.
TrustCloud will not use Government Data to train global generative models.
TrustCloud adheres to SOC 2 cybersecurity standards and ISO 42001 AI governance standards. Details are available on the TrustCloud security and trust portal (https://trust.TrustCloud.ai).
The Government may opt-out of Assurance AI for TrustShare (if module is applicable) at any time by submitting a written request to support@TrustCloud.ai. TrustCloud will disable Assurance AI for the TrustShare module within seven (7) days of receipt.
TrustCloud will operate Assurance AI in accordance with its AI Governance principles.
6. Flow-Down
These TrustCloud Terms of Service are flowed down to the Government as a condition of TrustCloud’s licensing.
Federal Resources Corporation Representative
Government Representative
Signature:
Signature:
Name: Name:
Title: Title:
Date: Date:
Docusign Envelope ID: B178C9FE-B705-4A1F-9543-618220404B57Docusign Envelope ID: 2BCD5BA8-5FF8-4CD7-B08B-4B795B73D5F9
Jeremy Young
CEO
12/19/2025 | 4:06 PM PST
Docusign Envelope ID: 95676256-3157-43B6-93CB-458EB0982D23
Deputy Secretary
12/29/2025 | 9:18 AM CST
Anne Hanson
FRC TERMS OF SERVICE 3
EXHIBIT A: Enterprise Uptime and Support SLA
ENTERPRISE UPTIME SLA
Scope
TrustCloud’s enterprise uptime SLA covers the Services.
Service Commitment
TrustCloud provides Government access to the TrustCloud platform twenty-four hours a day, seven days a week (24x7) with a Monthly Uptime Percentage commitment (“Service Commitment”) for the Services, as defined below:
Premium Service Commitment: 99.9% Monthly Uptime Percentage
Monthly Uptime Percentage
To avoid intermittent and transient fluctuations, an outage period shall begin after observing four consecutive minutes of downtime in which the Services are unresponsive to the Government during a period other than Scheduled Maintenance Downtime or Excluded Downtime (“Service Outage”). Furthermore, downtime must affect a significant number of requests or core functionality to qualify as a Service Outage.
“Monthly Uptime Percentage” will be calculated as follows: the number of minutes the Services are accessible and not suffering from a Service Outage as recorded by TrustCloud during each calendar month, divided by the total number of minutes in the calendar month. The resulting quotient is then multiplied by 100 to give a percentage.
Scheduled Maintenance and Excluded Downtime
TrustCloud reserves the right to perform regularly scheduled maintenance of the Services during non-core business hours (“Scheduled Maintenance Downtime”). Non-core business hours are defined as 10:00 PM to 4:00 AM (US Eastern Time Zone). TrustCloud may schedule additional Scheduled Maintenance Downtimes outside of the standing scheduled maintenance window by providing notification to the Government at least three business days in advance. Additionally, any downtime caused by factors outside of TrustCloud’s reasonable control do not factor into the Monthly Uptime Percentage calculation, including any force majeure event, internet services unavailability outside of TrustCloud’s Services, any downtime resulting from outages of subprocessors, third party connections or utilities, and actions or inactions of the Government (“Excluded Downtime”).
Docusign Envelope ID: B178C9FE-B705-4A1F-9543-618220404B57Docusign Envelope ID: 2BCD5BA8-5FF8-4CD7-B08B-4B795B73D5F9Docusign Envelope ID: 95676256-3157-43B6-93CB-458EB0982D23
FRC TERMS OF SERVICE 4
Support Requests
The Government must report and TrustCloud will respond to uptime related incidents and requests based on the process and response SLAs defined in the TrustCloud Enterprise Support SLA terms.
If the Government fails to report a Service Outage within two (2) days of the occurrence of such Service Outage, the Government shall not be entitled to any Service Credit for such Service Outage.
Service Credits
If the Monthly Uptime Percentage fails to meet TrustCloud’s Service Commitment, the Government will be eligible to receive a Service Credit, as detailed in the table below. Service Credits provided hereunder are the Government’s sole and exclusive remedy for any Service Outage related to the Services. To receive a Service Credit, the Government must submit a claim via one of the communication channels listed in the TrustCloud Support SLA. To be eligible, the credit request must be received by TrustCloud within 30 days after which the Service Outage occurred and must include: the dates and times of each Service Outage incident and logs or other types of evidence that document and corroborate the claimed Service Outage. If the Service Outage in the claim is confirmed by TrustCloud and the Monthly Uptime Percentage calculated by TrustCloud for the month when the Service Outage occurred is less than the Service Commitment, then TrustCloud will issue the Service Credit to the Government within 60-days of the request having been confirmed by TrustCloud. Failure to provide the request and other information as required above will disqualify the Government from receiving a Service Credit.
Premium Service Commitment: 99.9%
Monthly Uptime Percentage
“Service Credit”
99.9% or higher Meets SLA. No Service Credit
< 99.9% but >= 99.5% 5% of monthly value of the subscription fees paid for the use of the Services or $4,000, whichever is smaller
< 99.5% but >= 98.0% 10% of monthly value of the subscription fees paid for the use of the Services or $5,000, whichever is smaller
< 98.0% but >= 95.0% 20% of monthly value of the subscription fees paid for the use of the Services or $7,000, whichever is smaller
Below 95.0% 30% of monthly value of the subscription fees paid for the use of the Services or $10,000, whichever is smaller
Docusign Envelope ID: B178C9FE-B705-4A1F-9543-618220404B57Docusign Envelope ID: 2BCD5BA8-5FF8-4CD7-B08B-4B795B73D5F9Docusign Envelope ID: 95676256-3157-43B6-93CB-458EB0982D23
FRC TERMS OF SERVICE 5
ENTERPRISE SUPPORT SLA
Scope
TrustCloud’s enterprise support SLA covers support for Services.
Support Commitment
As part of its enterprise uptime SLA, TrustCloud offers 24x7 support for Critical (SEV1) tickets and 24x5 support for all other times of support requests, bound by the Response Time SLA listed below.
The support Response Time SLA below are the time frames in which the Government can expect the first response. The TrustCloud support team will make commercially reasonable efforts to resolve any issues as quickly as possible. However, the SLA times are not an expected time-to-resolution.
Issue Qualification
When submitting a support ticket, the Government will select both an impact priority level and a type. The impact priority will display definitions aligning with the table below. TrustCloud reserves the right to modify the priority level if the criteria for the priority level are not met.
Impact Priority Levels Critical (SEV1):
o TrustCloud is down and unable to function AND no workaround is available; or o All or a majority of Government’s data is at significant risk of loss or corruption; or o Government’s business operations have been severely disrupted
High (SEV2):
o Operations can continue in a restricted fashion, although long-term productivity might be adversely affected; or o A major milestone, project, or customer is at risk
Normal (SEV3) o There is a problem with no notable impact or a minor impact on operations
Low (SEV4):
o There is a general question about functionality or features
Response Time SLA
The following table details the first response time support levels:
Impact Priority
First Response Time SLA
Hours of Operation
Support Initiation Process
Docusign Envelope ID: B178C9FE-B705-4A1F-9543-618220404B57Docusign Envelope ID: 2BCD5BA8-5FF8-4CD7-B08B-4B795B73D5F9Docusign Envelope ID: 95676256-3157-43B6-93CB-458EB0982D23
FRC TERMS OF SERVICE 6
Critical
(SEV1)
2 hours 24x7 Government is required to submit this type of support request through the TrustCloud Support Portal or by emailing support@trustcloud.ai
High
(SEV2)
4 hours 24x5 Government is required to submit this type of support request through the TrustCloud Support Portal or by emailing support@trustcloud.ai
Normal
(SEV3)
8 hours 24x5 Government is required to submit this type of support request through the TrustCloud Support Portal or by emailing support@trustcloud.ai
For more information on opening a support ticket as part of the support initiation process, please review TrustCloud’s Customer Support Process.
Phone and video call support
TrustCloud does not offer support via inbound or on-demand calls by default. If you wish to avail of call-based support, please speak to your account executive.
TrustCloud support engineers communicate with the Government about tickets primarily through updates in the tickets themselves. At times it may be useful to conduct a call, video call, or screen sharing session with the Government to improve the progress of a ticket. The support engineer may suggest a call for that reason. The Government may also request a call if the Government feels one is needed. Either way, the decision to conduct a call always rests with the support engineer, who will determine whether a call is necessary and whether TrustCloud has sufficient information for a successful call.
Note: Calls scheduled by TrustCloud Support are on the Zoom or Google Workspace platform. If neither of these work for you, TrustCloud support can join a call on the following other platforms:
Microsoft Teams, Cisco Webex. Other video platforms are currently not supported.
Support SLA Credits
In the event of a violation of First Response Time SLA for Critical tickets, the Government will be issued a Support SLA Credit of $200 per incident. Requests for Support SLA Credits must be made within 30 days of the incident that triggered the credit, along with evidence that the Support Initiation Process was followed and any other documentation to corroborate the claimed violation of First Response Time SLA. In no event shall total Support SLA Credits exceed $5,000. A pending credit does not release the Government from its obligation to pay TrustCloud’s submitted invoices in full when due. Support SLA Credits are the Government’s sole and exclusive remedy to violations of this SLA.
Docusign Envelope ID: B178C9FE-B705-4A1F-9543-618220404B57Docusign Envelope ID: 2BCD5BA8-5FF8-4CD7-B08B-4B795B73D5F9Docusign Envelope ID: 95676256-3157-43B6-93CB-458EB0982D23
| 2025-12-29T07:18:41-0800 | |
| Digitally verifiable PDF exported from www.docusign.com |
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