{"object":"determination","schema_version":"1","vendor":"Microsoft 365 Copilot","state":"conditional","sentence":"Contracting entity depends on your region or order form — read the clause.","qualifier":"This is the Microsoft Customer Agreement, the paper for Microsoft products bought under it — Microsoft 365 Copilot, Teams and the per-user Power BI SKUs among them. It is not the consumer Microsoft Services Agreement, and not an Enterprise Agreement or other volume-licensing enrollment.","contracting_entity":"Microsoft Ireland Operations Limited for Australia, Austria, Belgium, the Czech Republic, Denmark, Finland, Germany, Japan, the Netherlands, New Zealand, Norway, Poland, Spain, Sweden, Switzerland, Thailand and the United Kingdom; Microsoft Corporation for the United States, Canada and Mexico, and in the general English text; Microsoft Corporation (India) Pvt. Ltd. for India; Microsoft Korea, Inc. for Korea; the Brazil, France and Hungary samples, as read, name no contracting entity; all as read in the 25 English per-country samples Microsoft labels March 2023 and the general English text it lists as July 2026","jurisdiction":"United States (Microsoft Corporation); Ireland (Microsoft Ireland Operations Limited); India (Microsoft Corporation (India) Pvt. Ltd.); Korea (Microsoft Korea, Inc.)","governing_law":"Depends on the customer's geography: each English per-country sample carries its own clause. The July 2026 general text and the United States sample: the laws of the State of Washington and the federal laws of the United States, with the 1980 UN Convention on Contracts for the International Sale of Goods excluded. The samples for Australia, Austria, Belgium, the Czech Republic, Denmark, Finland, France, Germany, Hungary, the Netherlands, New Zealand, Norway, Poland, Spain, Sweden, Switzerland, Thailand and the United Kingdom: the laws of Ireland, with the CISG excluded. Japan (where the entity is still Microsoft Ireland Operations Limited): the laws of Japan, with exclusive jurisdiction in the first instance in Tokyo District Court. India: the laws of India, with any claim finally resolved by arbitration under the Indian Arbitration Act, 1996, conducted under the SIAC Rules, seat and venue New Delhi; the New Delhi courts have exclusive jurisdiction over suits to enforce the award or for interim protection. Korea: the laws of the Republic of Korea (no CISG sentence), with non-exclusive jurisdiction and venue in the Seoul District Court. Venue in the general text, the United States sample and every Irish-law sample except Thailand is the same three-branch clause. If Microsoft sues, the case goes where Customer has its headquarters. If Customer sues Microsoft or any Microsoft Affiliate located outside of Europe, it goes to the state or federal courts in King County, State of Washington, USA. If Customer sues only Microsoft or Microsoft Affiliates located in Europe, it goes to Ireland. None of these documents says where the contracting entity is 'located' for that test. Thailand: arbitration in Singapore under the SIAC Arbitration Rules (the sample does not use the word 'seat'). The Canada, Mexico and Brazil samples, as read, carry no applicable-law or venue clause for the Agreement, and none is filled in from the general text. In the 15 samples that add a Purchase Agreement making an unnamed Microsoft Sales Affiliate the seller and invoicer, that separate agreement follows the law of the jurisdiction where the affiliate has its headquarters. The Austria, Belgium, Czech Republic and Germany samples add supplemental terms that apply only where their own national law applies.","conditions":["The contracting entity depends on your region or order form: read the clause for your position.","This is the Microsoft Customer Agreement, the paper for Microsoft products bought under it — Microsoft 365 Copilot, Teams and the per-user Power BI SKUs among them. It is not the consumer Microsoft Services Agreement, and not an Enterprise Agreement or other volume-licensing enrollment."],"us_control":{"status":"region_dependent","finding":"Region-dependent — a US entity contracts in some regions; elsewhere non-US entities do. Microsoft Ireland Operations Limited and Microsoft Corporation (India) Pvt. Ltd. each have a sourced US parent, MICROSOFT CORPORATION, per the LEI register, fully corroborated; for any other non-US entity, whether a US company controls it is not established","parent":null,"legal_reach":"More than one contracting entity is on record, and which one a buyer signs with depends on facts about the buyer, such as where it is. The record does not establish US corporate control on every track, so it makes no single finding on US legal reach.","caveat":null,"rule":"A provider subject to US jurisdiction can be required by valid US legal process to produce data in its possession, custody or control wherever it is located (CLOUD Act, 18 U.S.C. § 2713). A US-incorporated contracting entity is subject to US jurisdiction. A non-US contracting entity under US corporate control may be within reach through that control, depending on whether the parent controls the data and on the circumstances; where that control has not been established, the entity is not thereby beyond reach.","rule_url":"/static/manifesto.html#us-reach-rule"},"evidence":{"source_url":"https://www.microsoft.com/licensing/docs/documents/download/MCASample_Germany_March2023_en-us.docx","document_title":null,"date_read":"2026-09-21","last_rechecked":{"last_check":"unreadable","gate":"held","date":null,"words":"clause read 21 Sep 2026; the house has paused automated re-reading of its host until it reads its terms or rules, so it is not re-checked"},"quote":null,"quote_carried_by":"the AI Subprocessor Jurisdiction Report ($299), which quotes the clause each finding rests on"},"not_established":["us_control"]}