These Terms form a binding agreement between Monal Cloud and the customer or user that creates an account, places an order, or uses the services. They should be read together with applicable order forms, service level commitments, and linked policies.
1. Agreement and Contracting Entity
These Terms are a binding agreement between you and Monal Cloud, Inc., a Delaware corporation. By creating an account, placing an order, or using services, you accept these Terms and all linked policies.
2. Eligibility and Authority
- You must be at least 18 years old and legally able to contract.
- If you use services for an organization, you represent that you have authority to bind that organization.
3. Accounts and Security
- You must provide accurate account information and keep it current.
- You are responsible for account credentials, API keys, user access, and activity under your account.
- You must promptly report suspected unauthorized access or security incidents.
4. Services and Service Changes
Monal Cloud may improve, modify, or discontinue service features to maintain security, performance, and product quality. Material changes that reduce core functionality will be communicated with reasonable advance notice when practical.
5. Service Levels and Maintenance
Service level commitments, if offered, are defined in separate SLA documentation. Planned maintenance and emergency maintenance may cause temporary service impact.
6. Fees, Billing, and Taxes
- Fees are charged based on usage and selected plans, as posted on the pricing pages or order forms.
- Invoices are due on the payment terms shown on the invoice.
- You authorize Monal Cloud to charge the payment method on file for undisputed invoices.
- Fees are exclusive of taxes. You are responsible for applicable taxes, duties, and government charges, excluding taxes on Monal Cloud net income.
7. Suspension for Nonpayment or Risk
Monal Cloud may suspend or limit services for overdue invoices, suspected fraud, security threats, abuse, or legal obligations. We will make commercially reasonable efforts to provide notice unless law or incident response needs require immediate action.
8. Customer Data and Ownership
You retain ownership of Customer Data. You grant Monal Cloud a limited right to process Customer Data only as needed to provide services, secure systems, comply with law, and enforce this agreement.
9. Shared Responsibility Model
- Monal Cloud is responsible for security of the underlying cloud infrastructure.
- You are responsible for guest operating systems, application code, identity configuration, encryption settings, backup policies, and data governance.
10. Acceptable Use
You must comply with the Acceptable Use Policy and all applicable laws, including laws regarding cybersecurity, privacy, export control, and sanctions.
11. Intellectual Property
- Monal Cloud and its licensors retain all rights in services, software, APIs, documentation, and branding.
- You retain all rights in Customer Data and your applications.
12. Confidentiality
Each party will protect confidential information using reasonable care and use it only for purposes related to the services and this agreement.
13. Export Controls and Sanctions
You may not use services in violation of United States export laws or sanctions programs. You represent that you are not located in, owned by, or acting for a sanctioned person or embargoed jurisdiction.
14. Disclaimer of Warranties
Except as expressly stated in this agreement, services are provided as-is and as-available, without warranties of merchantability, fitness for a particular purpose, non-infringement, or uninterrupted service.
15. Limitation of Liability
To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages. Each party total liability under this agreement is limited to the amount paid or payable by you to Monal Cloud for the affected services during the 12 months before the event giving rise to liability.
16. Indemnification
You will defend and indemnify Monal Cloud against third-party claims arising from your Customer Data, applications, or violation of law or this agreement.
17. Term, Termination, and Data Retrieval
- These Terms remain effective while you use services or maintain an account.
- Either party may terminate for material breach not cured within 30 days after written notice.
- After termination, access may be disabled and Customer Data may be deleted in accordance with retention policies.
18. Governing Law and Venue
These Terms are governed by the laws of the State of Delaware, excluding conflict of law rules. Any dispute not subject to mandatory arbitration must be brought in state or federal courts located in Wilmington, Delaware, and each party consents to that jurisdiction and venue.
19. Dispute Process
Before filing formal legal action, each party will attempt in good faith to resolve disputes through written notice and executive escalation for at least 30 days, unless urgent injunctive relief is required.
20. Changes to Terms
Monal Cloud may update these Terms by posting a revised version and updating the effective date. Material changes will be communicated with reasonable notice. Continued use after the effective date constitutes acceptance.
21. Contact
Legal notices and contract questions: legal@monal.cloud. Privacy questions: privacy@monal.cloud.