September 2, 2026
These Free Trial Terms and Conditions (“Trial Terms”) govern Customer’s and the Authorized User’s access to the solution identified within Customer’s Allvue environment (the “Allvue Platform”) with which these Trial Terms are associated (“Trial Solution”). “Allvue” means Allvue Systems, LLC. “Customer” means the entity granted access to the Allvue Platform under its existing governing agreement with Allvue (“Main Agreement”). Capitalized terms not defined here have the meanings given in the Main Agreement.
BY SELECTING “I ACCEPT” BELOW, THE INDIVIDUAL ACCEPTING THESE TRIAL TERMS CONFIRMS THAT THE INDIVIDUAL IS AN AUTHORIZED USER OF THE ALLVUE PLATFORM. THE INDIVIDUAL ALSO REPRESENTS THAT CUSTOMER HAS AUTHORIZED THE INDIVIDUAL TO ACCEPT THESE TRIAL TERMS ON CUSTOMER’S BEHALF, AND THAT THE INDIVIDUAL HAS THE AUTHORITY TO BIND CUSTOMER TO THESE TRIAL TERMS. THESE TRIAL TERMS BECOME PART OF THE MAIN AGREEMENT UPON ACCEPTANCE. IN CONSIDERATION OF CUSTOMER’S AND AUTHORIZED USER’S COMPLIANCE WITH THESE TRIAL TERMS, ALLVUE PROVIDES CUSTOMER AND AUTHORIZED USER FREE ACCESS TO THE TRIAL SOLUTION IN ACCORDANCE WITH THE FOLLOWING.
Allvue grants Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Trial Solution for the Trial Period (defined below). Customer may use the Trial Solution only for its internal business purposes and subject to the Main Agreement. The Trial Solution is provided without charge. Nothing in these Trial Terms creates an obligation to purchase or sell a paid subscription. Any paid subscription requires a written amendment or other agreement signed by both Parties.
The “Trial Period” begins when Allvue first enables Customer’s access to the Trial Solution and continues until Allvue disables that access. Allvue may throttle, limit, suspend, or terminate access at any time and in its sole discretion, without advance notice or liability. The Trial Solution may contain pre-release, beta, experimental, evaluation, or developing features. Allvue may add, remove, modify, or discontinue any feature during the Trial Period. The Trial Solution constitutes a service or product under the Main Agreement during the Trial Period. Termination of the Trial Period shall have no affect on the Main Agreement or Customer’s rights with respect to the Allvue Platform.
The following are incorporated herein by reference and form a binding part of the Agreement: Allvue’s Artificial Intelligence Terms and Conditions (“AI Terms”), available at: https://www.allvuesystems.com/legal-terms/artificial-intelligence/artificial-intelligence-terms-and-conditions.pdf; Allvue’s Artificial Intelligence Acceptable Use Policy (“AUP”), available at: https://www.allvuesystems.com/legal-terms/artificial-intelligence/ai-acceptable-use-policy.pdf; and Allvue’s Data Analytics Terms and Conditions (“DA Terms”), available at: https://www.allvuesystems.com/legal-terms/artificial-intelligence/data-analytics-terms-and-conditions.pdf.
To the extent the Trial Solution utilizes artificial intelligence, the AI Terms shall apply, with the Trial Solution being deemed an ‘AI Solution’ for purposes thereof. To the extent the Trial Solution includes access to an Allvue Data Analytics offering, the DA Terms shall apply, with the Trial Solution being deemed an ‘Analytics Service’ for purposes hereof. Customer shall ensure that each Authorized User complies with (as applicable) these Trial Terms, the AI Terms, the AUP, the DA Terms and the Main Agreement.
Customer may use the Trial Solution only within the scope and for the business purposes permitted by the Main Agreement. Customer may not sell, resell, sublicense, distribute, or commercially exploit access to the Trial Solution. Customer may not reverse engineer, decompile, disassemble, copy, or attempt to discover the Trial Solution’s source code or underlying models. This restriction applies except where prohibited by applicable law. Customer may not circumvent usage controls or interfere with the Trial Solution’s operation or security. Customer may not use the Trial Solution to benchmark Allvue or develop a competing product. Access credentials are personal to the individual user to whom they are issued and may not be shared with, or used by, any other person or entity. Customer shall not permit any AI agent, bot, script, or other automated or non-human means to access the Trial Solution using any user credentials or otherwise. Allvue reserves the right to suspend access where it reasonably suspects a violation of this restriction.
The AI Terms and AUP govern AI-specific restrictions. Those restrictions include prohibited content, high-risk uses, automated decision-making, professional advice, and model-training activities. The DA Terms prohibit re-identification activities, bulk downloads and model-training activities. Allvue may establish, change, or enforce technical limits during the Trial Period to address users, storage, processing volume, transactions, API calls, or other usage measures. Allvue may throttle or disable access when Customer reaches those limits.
As between Allvue and Customer, Allvue retains all rights in the Trial Solution and related technology, including rights in software, models, algorithms, interfaces, documentation, configurations, designs, and improvements. Customer retains its rights in Customer Data. Rights in AI Input, AI Output, reports, and other generated materials are governed by the Main Agreement and the AI Terms. No rights transfer except those expressly granted by the Agreement. Customer may provide suggestions, evaluations, or other feedback concerning the Trial Solution (“Feedback”). Feedback is not Confidential Information under the Main Agreement. Customer grants Allvue a perpetual, irrevocable, worldwide, transferable, sublicensable, and royalty-free right to use Feedback for any purpose, provided that Allvue shall not identify Customer or disclose Customer Confidential Information when using Feedback.
Allvue will use commercially reasonable efforts to provide the support, maintenance, and security-response commitments in the Main Agreement to the extent relevant to the Trial Solution; provided, however, service-level credits, refunds, fee reductions, and similar financial remedies shall not apply to the Trial Solution. Customer’s sole remedy for a support, availability, performance, or maintenance failure is Allvue’s commercially reasonable effort to address the issue. Allvue has no liability for such failures during the Trial Period. This remedy restriction does not reduce Allvue’s obligations concerning a Security Incident under the Main Agreement or DPA. It also does not limit Allvue’s intellectual property indemnity obligations under the Main Agreement.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE TRIAL SOLUTION IS PROVIDED “AS IS” AND “AS AVAILABLE.” ALLVUE DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES. THESE INCLUDE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, RELIABILITY, AND UNINTERRUPTED OR ERROR-FREE OPERATION. Allvue (a) makes no representation about the content or information provided by the Trial Solution, including AI Output, and (b) does not warrant that the operation of the Trial Solution will meet Customer’s requirements. Allvue shall not be responsible for the compliance of any Generated Content with: (i) any law or regulation applicable to Customer; (ii) Customer’s internal policies; or (iii) Customer’s agreements with third parties. Customer must independently review and validate outputs before use. Customer remains responsible for its decisions, regulatory obligations, and use of the Trial Solution.
Except as otherwise expressly provided herein, the Main Agreement’s liability exclusions, limitations, procedures, and caps apply to the Trial Solution. Nothing in these Trial Terms creates a separate or additional liability cap. To the fullest extent permitted by law, Allvue has no liability arising from throttling, suspending, modifying, or ending the Trial Solution, or from Customer’s reliance on AI Output.
If there is a conflict between the Trial Terms and the Main Agreement, the Trial Terms will control solely with respect to issues pertaining to the Trial Solution. If any provision herein is unenforceable, it will be enforced to the maximum lawful extent, and the remaining provisions shall remain effective.
Allvue may update non-material administrative or technical provisions by posting an updated version with a revised version date. Allvue will present material changes for renewed electronic acceptance before continued use. The AI Terms and Acceptable Use Policy may be updated as provided in their respective amendment provisions.
Without limiting the foregoing, the terms and provisions of the Main Agreement related to access and use, force majeure, confidentiality, relationship of the Parties, notices, interpretation, assignment, no third-party beneficiaries, amendments, severability, governing law, jurisdiction, waiver of jury trial, counterparts, and other provisions of general application, except to the extent the terms hereof explicitly conflict therewith, shall apply hereto, including the Generated Content, as if fully set forth herein. If the Main Agreement contains no governing law or jurisdiction provisions, New York law governs without regard to conflict-of-laws principles, and the state and federal courts located in New York City, Borough of Manhattan, have exclusive jurisdiction. Each party consents to personal jurisdiction and venue in those courts. Electronic acceptance has the same force as a handwritten signature. Each party consents to conducting this transaction through electronic records.