Terms of Service

1. Who we are

C10UD LLC is a limited liability company formed in the State of Wyoming, United States. Registered address: 30 N Gould St, Ste R, Sheridan, WY 82801.

Contact: contact@c10ud.net for general enquiries, legal@c10ud.net for legal notices, support@c10ud.net for support.

2. The services

“Services” means the hosting, compute and related platform products we make available to you, including Cluster, together with any documentation, dashboards and APIs we provide.

We may add, change or remove features. If a change materially reduces a paid feature you rely on, we will give you at least 30 days’ notice by email and you may cancel and receive a pro-rata refund of any prepaid, unused fees.

Some products are offered in beta, preview or “launching soon” status. These are provided as-is, may change without notice, and are excluded from the service level commitment in section 6.

3. Your account

The Services are offered to businesses and professionals for business use only; they are not offered to consumers. You must be at least 18 years old and legally able to enter contracts. You are responsible for the accuracy of your account details, for everything that happens under your account, and for keeping your credentials secure.

You represent that you and the organisation you act for are not located in, or ordinarily resident in, a country or territory subject to comprehensive US sanctions, and are not listed on any US government restricted-party list, including the Treasury Department’s Specially Designated Nationals list. You may not use the Services in violation of US export control or sanctions laws, and you are responsible for compliance with those laws in respect of any content or software you place on the Services.

Tell us promptly at support@c10ud.net if you believe your account has been compromised.

4. Fees, billing and taxes

Paid plans are billed on a recurring basis — monthly or annually, as selected when you subscribe — and renew automatically for the same period until cancelled.

Fees are stated and charged in US dollars. Subscription fees are charged in advance at the start of each billing period. Usage-based charges, where applicable, are billed in arrears for the period in which they were incurred.

Payment is taken by third-party payment processors. We do not receive or store complete payment card numbers. You authorise us and our processors to charge your chosen payment method for all amounts due.

Prices exclude taxes. You are responsible for any sales, use, VAT, GST or similar taxes, other than taxes on our income.

If a payment fails, we may retry it, and if the balance is still unpaid 7 days after we give you written notice, we may suspend the Services until it is settled. We will give at least 30 days’ notice by email before a price increase; it takes effect at your next renewal, and you may cancel before then.

5. Cancellation and refunds

You may cancel at any time from your account or by emailing support@c10ud.net. Cancellation takes effect at the end of the current billing period, and you keep access until then.

Refunds are governed by our Refund Policy, which forms part of these terms. In summary, the first charge for a service carries a 30-day money-back guarantee, and renewal charges are refunded pro rata for the unused remainder of the period if you cancel; the Refund Policy sets out what is excluded and the limits we place on abusive use of those rights.

6. Service level commitment

We commit to a Monthly Uptime Percentage of at least 99.9% for generally available paid Services.

“Monthly Uptime Percentage” means the total minutes in a calendar month less minutes of Unavailability, divided by the total minutes in that month. “Unavailability” means a period in which your workload was unreachable through the platform for reasons within our control, as recorded by our monitoring.

If we miss the commitment, your sole and exclusive remedy is a service credit against future invoices for the affected Service:

To claim, email support@c10ud.net within 30 days of the end of the affected month with the dates, times and a description of the impact. Credits are applied to future invoices, are not exchangeable for cash, and are capped in any month at 100% of the fees you paid for the affected Service that month.

The commitment does not apply to: scheduled maintenance announced at least 48 hours in advance; emergency maintenance; beta, preview or free services; failures caused by your code, configuration, workload or third-party software; suspension under section 8; or events outside our reasonable control, including failures of upstream infrastructure or network providers.

7. Support

Standard support is included with paid plans by email at support@c10ud.net, with a target first response within one business day (Monday to Friday, excluding US public holidays).

Priority support with a one-hour target response is available as a paid add-on. Response targets describe when we aim to reply, not when an issue will be resolved.

8. Acceptable use, suspension and termination

Your use of the Services must comply with our Acceptable Use Policy and all applicable laws.

We may suspend the Services, in whole or in part, where we reasonably believe suspension is necessary to protect the platform or other customers, to stop harm to third parties, to comply with the law, or where fees are overdue. Except in urgent cases we will give notice and a chance to fix the problem first, and we restore service once the cause is resolved.

Either of us may terminate for material breach that is not cured within 30 days of written notice. We may terminate immediately for serious violations of the Acceptable Use Policy. On termination you may export your content for 30 days, after which we delete it in line with section 9.

9. Your content and data

You keep all rights in the content, code and data you put on the Services (“Customer Content”). You grant us only the licence needed to host, transmit, back up and display it in order to run the Services for you.

You are responsible for Customer Content, for having the rights to use it, and for maintaining your own backups of anything you cannot afford to lose.

Where we process personal data on your behalf, our Data Processing Addendum applies and forms part of these terms. Our handling of personal data is described in the Privacy Policy.

We and our licensors keep all rights in the Services, including the software, infrastructure, documentation and anything else we provide. These terms grant you only the right to use the Services during your subscription; no other rights are transferred.

If you send us suggestions or feedback about the Services, you grant us a perpetual, irrevocable, royalty-free licence to use it without restriction or obligation to you.

10. Copyright complaints (DMCA)

If you believe content hosted on our platform infringes your copyright, send a notice under the Digital Millennium Copyright Act (17 U.S.C. § 512) to our designated agent at legal@c10ud.net or by post to our registered address, marked “DMCA notice”. The notice must identify the copyrighted work, identify the allegedly infringing material and where it is located, include your contact details, a statement of good-faith belief that the use is unauthorised, a statement under penalty of perjury that the notice is accurate and that you are authorised to act for the copyright owner, and your physical or electronic signature.

On receiving a valid notice we will remove or disable access to the identified material and notify the customer who posted it. That customer may send a counter-notification meeting the requirements of § 512(g); if we receive one, we will forward it to the complainant and may restore the material after 10 to 14 business days unless the complainant tells us they have filed a court action.

We terminate the accounts of repeat infringers.

11. Confidentiality

Each of us may receive non-public information from the other. The receiving party will use it only to perform under these terms, protect it with at least reasonable care, and not disclose it except to people who need it and are under similar obligations, or where legally compelled.

12. Warranties and disclaimers

We warrant that we will provide the Services with reasonable skill and care, in a manner consistent with these terms.

Except as expressly stated in these terms, and to the maximum extent permitted by law, the Services are provided “as is” and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranty that the Services will be uninterrupted or error-free.

13. Limitation of liability

Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, goodwill or data, even if advised such damages were possible.

Each party’s total aggregate liability arising out of or relating to these terms is limited to the amount you paid us for the affected Service in the 12 months before the event giving rise to the claim.

Nothing in these terms limits liability for fraud, wilful misconduct, death or personal injury caused by negligence, or any other liability that cannot lawfully be limited. Service credits under section 6 are your sole remedy for availability failures.

14. Indemnification

You will defend and indemnify us against third-party claims arising from Customer Content or from your use of the Services in breach of these terms or the Acceptable Use Policy.

We will defend and indemnify you against third-party claims that the Services, as provided by us and used in accordance with these terms, infringe that party’s intellectual property rights. This obligation does not apply to claims arising from Customer Content, from your modification of the Services, from combining the Services with anything not provided by us where the claim would not exist without the combination, or from continued use after we notified you of a claim and offered a non-infringing alternative. If the Services are, or in our opinion are likely to become, the subject of such a claim, we may modify or replace them so they are non-infringing, obtain the right for you to keep using them, or — if neither is commercially reasonable — terminate the affected Service and refund prepaid, unused fees. This section states our entire liability, and your exclusive remedy, for infringement claims.

In each case the indemnified party must give prompt notice, reasonable cooperation, and control of the defence to the indemnifying party.

15. Changes to these terms

We may update these terms. For material changes affecting paid customers we will give at least 30 days’ notice by email or in-product notice before they take effect. Continuing to use the Services after that means you accept the updated terms; if you do not accept them, you may cancel and receive a pro-rata refund of prepaid, unused fees.

16. Governing law and disputes

These terms are governed by the laws of the State of Wyoming, United States, without regard to its conflict of law rules. The state and federal courts located in Wyoming have exclusive jurisdiction, and both parties consent to venue there.

Before filing a claim, we each agree to try to resolve the dispute informally by contacting legal@c10ud.net and allowing 30 days to work it out. Nothing prevents either party from seeking injunctive relief for misuse of intellectual property or confidential information.

17. General

These terms, together with the Refund Policy, Acceptable Use Policy, Privacy Policy and, where applicable, the Data Processing Addendum, are the entire agreement between us on this subject.

Neither party may assign these terms without the other’s consent, except to a successor in a merger or sale of substantially all assets. Neither party is liable for delay or failure caused by events beyond its reasonable control. If a provision is held unenforceable, the rest remains in force. Failure to enforce a provision is not a waiver of it. We are independent contractors, not partners or agents.

Legal notices to us go to legal@c10ud.net and to our registered address; notices to you go to the email address on your account.