Edwin AI Addendum to MSA

Current as of: December 23, 2024

This Edwin AI “Addendum” amends the LogicMonitor Master Subscription Agreement (the “MSA”) available at https://www.logicmonitor.com/msa, or your signed agreement with LogicMonitor. This Addendum governs your use of LogicMonitor’s large language model (LLM) features and functionalities (the “Edwin AI Features”).

THIS ADDENDUM IS EFFECTIVE AS OF THE DATE YOU FIRST ACCESS OR USE THE EDWIN AI FEATURES. IF YOU WISH TO TURN OFF THE EDWIN AI FEATURES, YOU MUST PROVIDE A NOTIFICATION TO YOUR DESIGNATED CUSTOMER SUCCESS MANAGER OR OTHER CONTACT, OR THESE TERMS WILL CONTINUE TO APPLY. THE EDWIN AI FEATURES ARE INTENDED TO BE USED WITH THE ACCEPTABLE USE POLICY DEFINED BELOW.

• Edwin AI Features. LogicMonitor’s Edwin AI Features provide enhanced capabilities within the LogicMonitor platform, including but not limited to:

1. Automated Remediation: Edwin AI Features may suggest or automate responses to system alerts or anomalies.
2. Predictive Analysis: Edwin AI Features may analyze data to predict potential issues and recommend preventative actions.
3. Natural Language Interface: Edwin AI Features may enable users to interact with the LogicMonitor platform using natural language commands or queries.

• Customer Responsibilities. You acknowledge and agree that:

1. Accuracy: While LogicMonitor strives for accuracy, Edwin AI Features are inherently probabilistic and may not always produce perfect results. The Edwin AI Features rely on your input data for accuracy, and you are solely responsible for validating the accuracy of any information or actions generated by the Edwin AI Features.
2. Human Oversight Required: Edwin AI Features are intended to augment, not replace, human oversight. You will not engage any Edwin AI Feature(s) for uses that are prohibited, such as those in the EU AI Act, and you will remain responsible for monitoring its systems and making informed decisions based on all available information, subject to human oversight.
3. Acceptable Use Policy: You agree to comply with LogicMonitor’s “AI Acceptable Use Policy”, available at https://www.logicmonitor.com/ai-acceptable-use-policy, which governs the permissible uses of LogicMonitor’s AI services, including the Edwin AI Features. The AI Acceptable Use Policy is incorporated into this Addendum by reference.
4. Prohibited Actions: Use of Edwin AI Features is prohibited for purposes of profiling, healthcare triage, or predicting the criminal behavior, or health outcomes, or legal decisions and outcomes for any individual.

• LogicMonitor Responsibilities. LogicMonitor will:

1. Reasonable Efforts: Use commercially reasonable efforts to provide and maintain the Edwin AI Features.
2. Data Security: Implement appropriate technical and organizational measures to protect your data processed by the Edwin AI Features.
3. Transparency: Provide clear documentation and guidance on the capabilities and limitations of the Edwin AI Features.

• AI Models & Training: For purposes of this Addendum, the term “model” means a type of artificial intelligence (AI) that is trained on a large dataset of text and code. Specifically a large language model, or “LLM”, can be used to generate text, translate languages, write different kinds of creative content, and answer your questions in an informative way.

1. Model Use. LogicMonitor’s processes are designed to ensure that only models are selected that have undergone security evaluations, and have been developed in accordance with industry practices for secure model development. The models applicable to the Edwin AI Features are listed in the applicable documentation. Subject to the requirements above, LogicMonitor may use different models or versions based on the task that needs to be completed. Please see below, however, currently, you are not able to choose which specific LLM models are used.
2. Customer-Specific Models: For models developed by LogicMonitor, any models will be specific to you (as the customer). Your Customer data will not be shared outside of LogicMonitor or with other customers. Your Customer data will not be used to cross-train other models used by other customers.
3. Third-Party LLMs: Your Customer data will not be used to train third-party LLMs such as OpenAI’s models. Your Customer data will also not be used to train or improve Microsoft’s products or any other third-party services.

• Data Sharing:

1. Your Customer data is not shared with other customers, and your Customer data is split into different datastores that do not overlap with other customers.
2. Except as needed to provide the Edwin AI Features, your Customer data will not be used by or shared with other vendors, including Microsoft and OpenAI. Microsoft has an established Responsible AI framework along with strict security requirements, ensuring that your Customer data stays within the designated Azure environment. Additionally, Azure OpenAI supplies isolated network security, which segregates client data and applications to prevent cross-contamination.

• Data Storage:

1. Data Stored: A range of data is stored within Edwin AI, such as ServiceNow Incidents, knowledge base articles from third-party sources, and other data that the customer enables to be sent to Edwin. You can choose to stop sending data at any time.
2. Abuse Monitoring: LogicMonitor utilizes Azure’s abuse monitoring to ensure the platform is not being used for malicious purposes. Your Customer data may be stored for up to 30 days within Azure, but only for the purpose of safety evaluation and abuse monitoring. Retained data will not be used for training purposes or sent to third-party vendors.
3. Data Processed: LogicMonitor’s Edwin AI currently utilizes any data available within Edwin AI, which primarily includes alert information and any additional information configured to be sent to Edwin AI.

• Data Residency:

1. Data stored within Edwin AI complies with data residency regulations. Due to limitations in Azure OpenAI’s models, LogicMonitor has a global deployment for access to the LLMs. While Customer data will stay stored in its region, LogicMonitor may process data in an outside region (as described in the LogicMonitor DPA).
2. If you are located within the European Union (EU), United Kingdom (UK), or Australia or the pacific region (collectively called “APAC”), you will need to opt in to the GenAI Assist features. For more information on data residency, refer to the DPA.

• Updates and Modifications; Governing Law; Entire Agreement

1. LogicMonitor may update or modify the Edwin AI Features and this Addendum from time to time, by updating the terms at this hyperlink. LogicMonitor will provide reasonable notice of any material changes. This Addendum, together with the MSA, constitutes the entire agreement between the parties with respect to the Edwin AI Features and supersedes all prior or contemporaneous communications, representations, or agreements, whether oral or written. This Addendum shall be governed by and construed by the governing law provision in the MSA.
2. Limitations of Liability. Notwithstanding anything to the contrary in any other document or agreement, the parties agree that the limitations of liability and disclaimer of damages from the MSA will apply to this Addendum and the Edwin AI Features.

• Optional Subprocessors

1. 1. Generally. By choosing to purchase and enable the Edwin AI Features, you acknowledge that these Edwin AI Features utilize Microsoft Azure’s services as a Sub-processor (described further in the LogicMonitor DPA), and Customer consents to the use of the following Subprocessors, which are hereby added to the LogicMonitor Data Handling Supplement:

 

Data Subprocessor	Applicable Service	Data Residency
Microsoft Azure	Hosted Compute and LLM	United States (see below for data center locations)
OpenAI	Large Language Model	United States

1. Microsoft Azure: Provides cloud infrastructure and services for hosting and processing data related to the optional features.
   1. Microsoft Azure Data Center Locations: The optional features may utilize Microsoft Azure services hosted in the following data center locations:
      1. North America: East US, Central US, West US, Canada Central
      2. Europe: West Europe, North Europe, France Central
      3. Asia Pacific: Southeast Asia, East Asia, Australia East, Japan East
2. OpenAI: Provides large language models and APIs used for natural language processing and generation in the optional features.
3. Compliance. LogicMonitor will ensure that these Subprocessors comply with the data processing and security obligations as outlined in this Addendum and the MSA. You acknowledge that the use of these optional features may involve the transfer of data to Subprocessors located outside of your geographic region, if the Microsoft Azure Data Center Location is not located in the same region as your selected deployment region in AWS. Please see the locations listed above.