Moveworks sells its software as a service, so its licensing is contractual rather than technical: there is no licence key and no installed binary whose use can be counted. The rights a customer holds, and the limits that a software asset manager must monitor, are set by a Customer Agreement and an Order Form, and by a small group of supplementary documents that apply to particular buying routes. This article reads those documents in the versions retrieved on 2026-10-13.
The Customer Agreement
The Customer Agreement is a Moveworks, LLC document that governs a customer’s acquisition and use of Moveworks products and services.[1] It binds the customer on one of three events: clicking a box that signals acceptance, executing an Order Form that references the agreement, or using free services.[1] Where the person accepting is acting for a company, the term Customer refers to that entity and its Affiliates, which the agreement defines as entities under common control, meaning ownership or control of more than 50 percent of the voting interests.[1]
The version carries three dates. The Moveworks legal page labels the agreement as last updated in April 2026, the PDF is named for March 2026, and the first page of the text says that the agreement was last updated on November 15, 2025.[1] The catalog therefore records no single effective date for it. A customer who needs to know which wording applies should rely on the agreement actually executed or accepted, not on the latest web copy.
The grant and its scope
The agreement states a single grant: a non-exclusive right to access and use the Moveworks product to augment the customer’s internal employee service helpdesk.[1] The scope is narrow in language, since the background section describes the product as a SaaS artificial intelligence product that resolves employee service issues and says the customer wants to augment its existing employee service helpdesk.[1] Newer product lines described in Moveworks documentation, such as Enterprise Search, Agent Studio and Productivity Boost, are not named in the grant and depend on the Order Form and the documentation for their scope.
Moveworks commits to commercially reasonable efforts to make the online product available around the clock, excluding planned downtime and events beyond its control.[1] The agreement itself does not state a numeric availability percentage in the sections reviewed.
Access restrictions
Section 2.3 lists restrictions the agreement calls the Access Restrictions. Those most relevant to licence compliance are as follows.[1]
- No resale or service-bureau use. The customer may not transfer, sell, resell, rent, lease, sublicense or assign the product, offer it on a standalone basis or include it in a service bureau or outsourcing offering.
- Use only for the customer and its Affiliates. The customer may not make the product available to anyone other than the customer or its users, or use it for the benefit of anyone other than the customer or its Affiliates, unless an Order Form or the documentation expressly says otherwise.
- No use outside the Order Form. Use outside the scope expressly permitted in the agreement and the applicable Order Form is prohibited.
- No circumvention of usage limits. The customer may not permit direct or indirect access or use in a way that circumvents a contractual usage limit.
- No competitive use. The customer may not use the product to develop a competing product, to conduct competitive analysis or benchmarking, or to determine whether the product falls within any patent. The preamble separately bars accessing the products to monitor availability, performance or functionality.
The effect of the first two restrictions is that group-wide use is allowed only for Affiliates under the 50 percent control definition, and that outsourcers and service providers need a different contract, described below. Nothing in the agreement defines a named user or counts users; the word “users” appears without a definition, and any user cap would come from the Order Form.
Third-party applications
The product integrates with third-party applications. The customer is responsible for enabling each integration, and by doing so instructs Moveworks to share Customer Data with the provider of the application.[1] Moveworks does not warrant or support third-party applications, and it may cease to provide an integration feature without refund, credit or compensation if the provider stops making the application available for interoperation in a manner acceptable to Moveworks.[1] For an asset manager this means the connector list inside a subscription is not a guaranteed entitlement.
Fees, quantities and suspension
Section 4.1 states that fees are the ones in the Order Form and are, unless the agreement or an Order Form says otherwise, quoted and payable in United States dollars. Payment obligations are non-cancelable and non-pro-ratable for partial months, fees paid are non-refundable, and quantities purchased cannot be decreased during the relevant subscription term.[1] Fees are invoiced in advance and otherwise per the Order Form. Moveworks may suspend access immediately on notice if an amount is at least five days past its due date, and taxes are excluded from the stated fees.[1]
The agreement does not contain an audit clause, a true-up clause or an overage rate. It also does not say how an Order Form renews. Each of those would have to be read from the Order Form, and an asset manager should confirm that renewal notice dates are recorded from there.
Data, machine learning and performance metrics
The customer owns Customer Data and Moveworks owns the product.[1] Two data-use rights are broader than the usual hosting licence. Moveworks may use Customer Data during the subscription term to train its algorithms internally through machine learning for the purpose of providing the product to the customer.[1] For certain products it may also aggregate, collect and analyse performance data during and after the term to train and improve its products, disclosing it only in aggregated and anonymised form.[1] The customer further grants a licence to host and use program code created by or for the customer using a Moveworks product, as needed to run the service.[1]
Moveworks processes personal data under a Data Processing Addendum that incorporates the EU Standard Contractual Clauses and the UK Addendum for international transfers, allows Moveworks to engage sub-processors, and lets the customer request return of Personal Data for up to thirty days after termination, after which Moveworks destroys it within 180 days of returning it unless law requires otherwise.[7] The current hosting subprocessor list, last updated on 11 August 2026, names Amazon Web Services, Microsoft, OpenAI, Snowflake, Cloudinary, Datadog and Google for the US data centre.[8]
Term, termination and deletion
The agreement continues from the effective date of the first Order Form until terminated, and each Order Form runs for its stated subscription term.[1] Either party may terminate on written notice if no Order Forms are in effect, or terminate the agreement or an Order Form for a material breach that remains uncured thirty days after notice, or on insolvency events.[1] The customer has up to thirty days after expiry or termination to ask Moveworks to delete Customer Data, and Moveworks need not retain it beyond thirty days unless the parties agree in writing.[1] Exit planning should therefore include an export or deletion request inside that thirty-day window.
Warranty, indemnity and liability
Moveworks warrants professional and workmanlike performance and conformity with the documentation, and the exclusive remedy for a material breach is re-performance or, if that fails, termination.[1] The disclaimer states that the product is based on predictive statistical models, is intended to augment and not replace the customer’s helpdesk, and may contain bugs or misinterpret requests.[1] Alpha and beta products are provided as is, without warranty, indemnity or service levels, and either party may end access at any time.[1]
Moveworks defends the customer against third-party claims that the product infringes a United States patent, copyright or trade secret, with exclusions for customer designs, unauthorised modification, Customer Data and combinations. If it terminates because of an infringement claim it refunds prepaid fees for the remainder of the term.[1] Each party’s aggregate liability is capped at the amount paid for the products giving rise to the liability in the twelve months before the first incident, with the indemnification obligations excepted.[1] The agreement is governed by California law and excludes the United Nations Convention on Contracts for the International Sale of Goods.[1]
General provisions with licensing effect
Three general clauses affect asset management. Either party may assign the agreement without consent to a successor to all or substantially all of its assets or business related to the agreement, which is the clause relevant to the ServiceNow acquisition.[1] The customer agrees that Moveworks may use its name and logo in marketing and publicly available customer lists and agrees to serve as a customer reference within six months from go-live of the purchased products.[1] And in a conflict the Order Form takes precedence over any exhibit, the agreement body and the documentation.[1] Exhibit A summarises Moveworks’ security program, including ISO 27001, 27017 and 27018 certifications and SOC 2 reports, and states that data centre controls are implemented by Amazon Web Services.[1]
Reseller purchases: the End Customer Terms of Use
A customer that buys a Moveworks subscription from a reseller accepts the End Customer Terms of Use, which are incorporated by reference into the agreement between the customer and the reseller.[2] The document, last updated on March 1, 2024, is written for Moveworks, Inc., and defines a Reseller as the entity that has contracted directly with Moveworks to resell the product and sells the subscription to the customer.[2] The grant and the Access Restrictions mirror the Customer Agreement. The commercial differences are that the Order Form is executed between customer and reseller, the customer pays the reseller directly, and the order details, meaning products, scope of use and commercial terms, are those of the Order Form the reseller places with Moveworks on the customer’s behalf.[2] Unless Moveworks specifies otherwise, the reseller issues any refunds owed under the terms.[2] A customer buying this way should obtain a copy of the reseller’s Order Form to Moveworks, since the scope of use is set there.
Managed service providers
The Managed Service Provider Agreement, last updated on February 6, 2026, covers a provider that uses the Moveworks product to deliver managed services to its own customers, called End Customers.[3] It grants a non-exclusive right to use the product to augment the internal employee service helpdesks of those End Customers.[3] The operational rules are specific:
- The provider submits a business prospect form for each prospect, and Moveworks approves or rejects it in its sole discretion within ten business days of receiving the completed form. A prospect is accepted on written notice.[3]
- The provider executes a separate Order Form for each End Customer.[3]
- A User includes the provider’s own employees and contractors and the End Customers’ employees and contractors.[3]
- Subscription fees passed on to the provider may not be revealed to an End Customer as a line item, although they may be included in a broader fee.[3]
- A breach by an End Customer or a User is deemed a breach by the provider, and Moveworks has no obligations to End Customers, who are not third-party beneficiaries.[3]
An organisation that runs Moveworks for subsidiaries that are Affiliates does not need this agreement. One that runs it for unaffiliated customers does, because the Customer Agreement prohibits service bureau and outsourcing use.[1]
Partner platform and the plugin marketplace
The Partner Platform Terms, last modified on November 6, 2024, let a partner use the demo environment and partner platform solely for internal testing and demonstration to a prospective user approved by Moveworks, and bar transferring the services to a third party.[4] Output generated on the partner platform remains Moveworks property, and Moveworks may use input and output to improve its products, including to train its AI models.[4] This is a demonstration entitlement, not a production one.
The Plugin Library and AI Agent Marketplace terms apply to a public collection of plugins and applications usable with Moveworks products. Each application may carry its own App Terms, Moveworks does not endorse applications posted by others, a login may be used by one person, machine accounts are not permitted, and a paid subscription gives access to only as many users as it allows.[5] Because marketplace applications can be written by third parties, an application approved for installation should be recorded in the same register as the platform subscription so that its separate terms are tracked.
Acceptable use
The Customer Acceptable Use Policy, dated September 2025, supplements the Customer Agreement and states that a violation may constitute a material breach of it.[6] It lists prohibited uses of the Moveworks AI features, and reserves to Moveworks, in its sole discretion, activities that could classify the products as prohibited AI practices or high-risk AI systems under the EU AI Act.[6] A business unit that wants to use the assistant for a regulated purpose, such as employment decisions, should check this list before launch.
Practical checks
For a licence record the following should be captured from the customer’s own paper: the document set actually signed, the Order Form quantities and metrics, the term and renewal mechanics, any usage limits that the Order Form adds, whether the purchase was direct or through a reseller or managed service provider, and the date of the Customer Agreement version in force. Moveworks licensing gives the overview and Moveworks platform products, users and limits describes how the product itself counts users and applies limits.