Cloudshift21 Terms Of Service

Last updated: September 4th, 2023

Purpose

These Terms of Service (“Terms”) govern the relationship between you and Cloudshift21 (Cloudtura Oy), a Finnish company (business ID 3234585-5) having its registered office at Lapinlahdenkatu 16, 00180 Helsinki, Finland (hereinafter “Cloudshift21” or “us” or “we” or “our”) and your use of our Capsulized Cloud™ service, a secure, self-sufficient cloud platform that runs on any infrastructure and works right out of the box (“Service”).

By accessing or using the Service, you agree to be bound by these Terms. If you use our Services on behalf of an entity or organization, you are binding that organization to these Terms, and you represent that you have the authority to do so.

Our Service

  • Our cloud-based platform hosts and administers a number of Cloudshift21 Services. It connects to your resources through connectors on any cloud or infrastructure you choose (on-premises, public cloud, private cloud, or hybrid cloud). It allows you to create, manage, secure, and deploy workspaces with apps and data to your end users from a single console. You are solely responsible for complying with all applicable laws and regulations and the protection of personal information.

Beta Terms

Beta Features: Are services, functionalities, or features that We label as beta, preview, early access, or similar descriptors. You may have the option to try these Beta Features, which we offer “as-is” and might be available for a limited duration, possibly subject to additional terms. We provide these features without any warranties, representations, or guarantees, and they may contain errors or not operate as intended. When you use them, you do so at your own risk. If you provide feedback on Beta Features, you grant us the right to use, modify, and incorporate your feedback without any obligations to you. We also reserve the right to change or discontinue Beta Features at any time without notice. We advise you to maintain backup copies of any content or data you share or store while using these features. By using Beta Features, you agree to these conditions in addition to the general terms of use for our Cloud Platform.

Your Use of the Service

Subject to the payment of applicable fees and subject to these Terms, you are granted a non-exclusive, non-transferable, non-assignable, revocable limited right to use the Service as specified in these Terms for the time period separately agreed upon between you and Cloudshift21 in our webpage (https://www.cloudshift21.com/).

You agree to use our Service in compliance with these Terms and all applicable laws and regulations. You are responsible for ensuring that your use of the Service does not violate any third-party rights or any applicable laws or regulations.

Pricing

Subscription Fees: By subscribing to the Service, You agree to pay Us a recurring Subscription Fee. The exact amount, billing cycle, and other pertinent details of this Subscription Fee are outlined at the time of subscription or in our platform’s designated pricing section. Subscription Fees are non-cancellable and non-refundable.

Storage, vCPU and Memory Usage and Data Traffic: Your Subscription Fee covers a specified amount of data, cores, and data traffic which we refer to as the “Allowance”. We reserve the right to modify the Allowance, and any changes will be communicated via your subscription details. Allowances are as follows:

  • Storage: 128 gigabytes for development license, and 512 gigabytes for production license;
  • vCPU Usage: 4 vCPU’s for development license, and 10 vCPU’s for production license;
  • Memory Allocation: 8 GB for development license, and 32 GB for production license; and
  • Data Traffic (egress/month): 10 GB for development license, and 100 GB for production license.


Additional capacity:
Should You exceed your Allowance, You have possibility to acquire additional capacity or traffic. The details of additional capacity and traffic fees will be available on our Services pricing section or will be provided to You before any charges are applied.

Payment Terms: All fees, inclusive of the Subscription Fee and any additional capacity or traffic, will be settled as specified on the invoice or within our platform. Should You fail to settle any fees promptly, We reserve the right to suspend or terminate Your access to the Platform.

Changes to Pricing: We hold the right to adjust the fees when necessary. We will communicate any such changes to You in advance, and they will come into effect from Your next billing cycle.

Prohibited Content

You will not record, or transmit any harmful, offensive, unlawful, or otherwise objectionable content to the Service, including content that:

  • (a) is threatening, abusive, harassing, defamatory, vulgar, obscene, discriminatory, or hateful;
  • (b) infringes any patent, trademark, trade secret, copyright or other intellectual property right or violates the rights of others in any way;
  • (c) is harmful to minors; or
  • (d) promotes or provides instructional information about illegal activities or promotes physical harm or injury to any group or individual.

Ownership and Use of Data and Data Protection

You retain ownership of all data you provide or upload to our Service. By using our service, you grant us a non-exclusive, worldwide, royalty-free license to use, copy, transmit, and display such data as necessary to provide the service to you and to analyze usage to develop the Service.

We will only process and use your data:

  1. to provide, protect, and update the Services,
  2. to enforce these Terms and exercise our rights hereunder,
  3. as required by law, and
  4. as otherwise instructed by you. We may collect and use your data on an aggregated and/or anonymized basis for our internal business purposes; provided that we will not use or share this data in a way that identifies any individual or Customer as the source of the data.

The processing of your personal data is governed in our Privacy Policy. In addition to that, the processing of personal data for enterprise customers shall be agreed upon in the agreement between us and the company you represent or from which your employer is buying services.

We will maintain an industry-standard information security program that consists of technical and organizational safeguards designed to protect your data. Notwithstanding the foregoing, you are responsible for maintaining the security and confidentiality of your user accounts, including account credentials such as usernames and passwords. If you want to hear more, please be in contact with us at [email protected].

We may use subcontractors to assist in providing the Services, provided that:

  1. subcontractors who receive your data will be subject to confidentiality obligations no less protective than those that we generally apply with our customers;
  2. we will remain responsible for our obligations under these Terms and for subcontractors’ use of your data, and
  3. the agreement between us and the company you represent or from which your employer is buying services from will govern any sub-processing of personal data.

Service Levels, Support Services, Maintenance, and Backups

We may suspend access to the Service if it is necessary to perform installation, change, or maintenance work, and such work cannot be performed without suspending the software service. We will attempt to inform members of the suspension and the duration of the suspension in advance. We will strive to minimize any inconvenience resulting from the suspension.

We aim to provide the highest possible uptime for the Service. While we endeavor to maintain continuous and uninterrupted Service, due to the inherent nature of SaaS services and dependencies on various factors, we cannot guarantee 100% service uptime. We commit to using our best efforts to ensure that Service is available to you as consistently and uninterruptedly as possible.

There may be occasions when Service will be interrupted for maintenance, upgrades, or emergency repairs, or due to the failure of telecommunications links and equipment beyond our control. We will take all reasonable steps to minimize such disruption and to restore the service as soon as practicable.

In the event of any issues or service interruptions, we commit to using our best efforts to respond for all the problems being reported, depending on the severity of the issue.

We will provide a support channel for you to report issues or seek assistance. Our support team will endeavor to provide timely and constructive assistance on a best-effort basis.

We commit to regular data backups on a best-effort basis to ensure data integrity and availability.

Third-Party Apps

Possible Third-party apps are subject to their own terms and privacy policies. You are responsible for reviewing those terms and policies before using third-party apps. Cloudshift21 is not responsible for third-party apps.

Title

Title, ownership rights, and intellectual property rights in the Service remain with Cloudshift21 and/or its licensors. We reserve any and all rights not expressly granted to you.

If you provide feedback to us, we may use it without restriction or obligation.

Confidentiality

We will treat all data you provide or upload to our Service as confidential and will use reasonable measures to protect it from unauthorized access, use, disclosure, or destruction. We will not disclose your data to any third party unless required by law or as necessary to provide the service to you.

Restrictions

You will not and will ensure your users do not:

  1. reproduce, modify, adapt, or create derivative works of the Services;
  2. rent, lease, distribute, sell, transfer, or sublicense the Services to a third party except as permitted in these Terms;
  3. interfere with, disrupt, or circumvent any security measures or mechanisms designed to protect the Services;
  4. reverse engineer, disassemble, decompile, or seek to obtain or derive the source code, underlying ideas, algorithms, file formats, or non-public APIs of Services;
  5. remove or obscure any proprietary or other notices contained in the Services;
  6. harass, threaten, or cause distress, unwanted attention, or discomfort to a person or entity;
  7. impersonate or falsely state or misrepresent an affiliation with anyone;
  8. use the Services to transmit any viruses, worms, trojan horses, or other harmful or malicious code or programs;
  9. use the Services to build competitive products; or
  10. misuse the Services in any way, including in violation of these Terms or applicable law.

 

Any use of data mining, robots, or similar data gathering and extraction tools or framing all or any portion of the Services without our permission is strictly prohibited.

Export Control

You are obligated to adhere to all applicable import and export control laws, regulations, and orders, including but not limited to relevant economic sanctions laws, regulations, and orders of any jurisdiction in which you operate or do business. You shall not access or use the Service from any country that is subject to comprehensive territorial embargoes or other significant export controls. Additionally, You must ensure that the data you store, transmit, or process through our Service does not infringe upon, or is not prohibited by, any export control regulations.

Any violations of these obligations may result in immediate suspension or termination of your access to the Service at our discretion.

Limited Warranty and Disclaimer

THE SERVICE IS PROVIDED “AS IS”, WITHOUT ANY WARRANTY OTHER THAN WHAT IS EXPLICITLY STATED HEREIN. CLOUDSHIFT21, ITS LICENSORS DO NOT GUARANTEE THE SERVICE OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. Cloudshift21 AND ITS LICENSORS EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF TITLE, AVAILABILITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. YOU ASSUME THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE SERVICE.

CLOUDSHIFT21 DOES NOT WARRANT THE SERVICE WILL OPERATE ERROR-FREE OR THAT THE SERVICE IS FREE OF ANY COMPUTER VIRUSES OR OTHER SIMILAR HARMFUL MALWARE. CLOUDSHIFT21 SHALL NOT BE RESPONSIBLE FOR ANY COSTS THAT RESULT FROM YOUR USE OF THE SERVICE WHICH CAUSES THE NEED OF REPLACING OR SERVICING YOUR EQUIPMENT OR LOSS OF PROFITS OR DATA.

Some jurisdictions do not allow the limitation or exclusion of express or implied warranties, so the above exclusion may not apply to you, and you may have other rights, which may vary according to your jurisdiction.

Limitation of Liability

IN NO EVENT AND UNDER NO LEGAL THEORY, INCLUDING BUT NOT LIMITED TO TORT OR CONTRACT, SHALL CLOUDSHIFT21, ITS EMPLOYEES, OR OFFICERS, ITS LICENSORS, BE LIABLE TO YOU FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR INDIRECT DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE OR PROFIT, LOST OR DAMAGED DATA OR FILES, DEVICE OR APPLICATION NON-PERFORMANCE, FAILURE OR MALFUNCTION, OR OTHER COMMERCIAL OR ECONOMIC LOSS ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICE, RELATED DOCUMENTATION OR THIRD-PARTY SERVICES, EVEN IF CLOUDSHIFT21 HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

CLOUDSHIFT21’S AND ITS LICENSORS’ MAXIMUM AGGREGATE LIABILITY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER SHALL IN NO EVENT EXCEED THE AMOUNT PAID BY YOU OR THE COMPANY YOU REPRESENT FOR THE SERVICES. IN CASE OF DAMAGE RESULTING FROM A FAILURE OF THE SERVICES LEADING TO LOSS, CORRUPTION, UNAUTHORIZED DISCLOSURE, OR EXTENDED UNAVAILABILITY OF THE CONTENT, THE LIABILITY SHALL BE EXPRESSLY LIMITED TO THE AMOUNT PAID FOR YOUR RIGHT OF USE OF THE SERVICE FOR SIX (6) MONTHS IMMEDIATELY PRECEDING SUCH FAILURE.

You acknowledge that some of the data and other content may have been collected from other customers or public sources. We do not claim ownership of such data. Such data are provided “as is” and we make no representations or warranties regarding the accuracy, completeness, or appropriateness of the data. You agree to use the data at your own risk and to comply with all applicable laws and regulations regarding the use of public domain content. We are not liable for any harm, loss, or damage that may arise from the use of public domain content and data provided within the Service. We disclaim any responsibility whatsoever for any data within the Service regardless of who originated that content.

These Terms shall not affect the statutory rights of a customer or exclude or restrict liability resulting from gross negligence or wilful misconduct of Cloudshift21.

Indemnity

You agree to defend, indemnify, and hold harmless Cloudshift21, (and its officers, directors, employees, agents, and affiliates) from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of the Service or breach of these Terms.

Term and Termination

Subscription Term: Your subscription to the Service begins on the date You activate your subscription and will continue for a period of one month (“Subscription Term”) or as separately agreed in writing, unless terminated earlier in accordance with the provisions of this section.

Service Launch: Upon receipt of your payment, We commit to launching the service for You without undue delay. However, specific commencement times may vary based on technical, operational, or other factors.

Automatic Renewal: Unless You notify Us of your decision to not renew before the end of the Subscription Term, your subscription will automatically renew for an additional one-month term under the then-current terms and conditions. You will be informed of any changes to these Terms 7 days before any automatic renewal.

Termination by You: You may terminate your subscription at any time by providing Us with notice. If you choose to terminate before the end of the Subscription Term, You will be liable for any fees or charges incurred up to the end of the Subscription Term, and no partial refunds will be provided for any unused portion of the Subscription Term.

Termination by Us: We may terminate or suspend your subscription without notice if (i) You breach any terms of this agreement and fail to remedy such breach within 7 days of receiving notice from Us; or (ii) You fail to pay the Subscription Fee or any other fees owed to Us; or (iii) We determine that your use of the service poses a risk to Us or our other users.

Effects of Termination: Upon termination of your subscription, all rights granted to You under this agreement will cease immediately. You must promptly discontinue all use of our Services and pay any outstanding amounts owed to Us. We will store your data for thirty (30) days after the termination during which time You have a possibility to download Your data from the Service. We are not obligated to store or retain any data or information that You have uploaded or added to the Service beyond the 30 days period after the termination.

Survival: Any clauses in this Terms that by their nature should survive termination, including but not limited to indemnification, limitations of liability, and dispute resolution, shall survive the termination of this agreement.

Changes to the Service, and these Terms

We reserve the right to modify, update, or otherwise change the Service at our sole discretion. We will provide you with notice of any significant changes. Your continued use of our Service after such notice constitutes your acceptance of these changes.

We may update these Terms from time to time by posting a new amended version on our website. Your continued use of our Service after any such changes will constitute your acceptance of the amended version. In the event you do not agree to any part of the then-current version, your right to use the Service shall terminate, and your use of the Service must stop immediately.

Governing Law and Jurisdiction

These Terms will be governed by and construed in accordance with the laws of Finland. Any dispute, controversy or claim arising out of or relating to these Terms, or the breach, termination or validity thereof shall be attempted to be settled by negotiation. Should the negotiations fail, any disputes arising out of these Terms shall be finally settled by arbitration in accordance with the Arbitration Rules of the Finland Chamber of Commerce. The number of arbitrators shall be one, the seat of arbitration shall be Helsinki, Finland, and the language of the arbitration shall be Finnish.

Contact Us

The contact details of the company:

Cloudshift21 (Cloudtura Oy), (Business ID 3234585-5), Lapinlahdenkatu 16, 00180 Helsinki.

If you have any questions about these Terms or our Service, please contact us at [email protected].

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