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Terms of Service

These Terms of Service ("Terms") form a legally binding agreement between ### (COMPANY_NAME), a ### (COMPANY_JURISDICTION) entity ("Provider," "we," "us"), and the customer identified in the ordering document or account registration ("Customer," "you"). By accessing or using the backup‑as‑a‑service platform available at ### (SERVICE_URL) (the "Service"), you agree to be bound by these Terms.

1. Definitions

  • "Backup Data" means the data, files, and metadata that Customer transmits to the Service for backup and storage.
  • "Confidential Information" has the meaning set out in Section 9.
  • "Order" means an online or written ordering document specifying the Service plan, term, and fees.

2. Eligibility and Account Registration

  1. The Service is offered solely to business entities. By registering, you represent that you have authority to bind the entity you represent.
  2. Customer must provide complete and accurate registration information and keep it current.
  3. Login credentials are confidential to Customer; Customer is responsible for all activities occurring under its accounts.

3. Scope of the Service

  1. Provider will provision cloud‑based automated backups, storage, and restore functionality for supported software and data sources described on ### (SERVICE_URL) or in an Order.
  2. Provider shall use commercially reasonable efforts to maintain an uptime of ### (UPTIME_COMMITMENT)% each calendar month, excluding Scheduled Maintenance and Force Majeure.
  3. Provider may modify the Service or release updates; material changes will be notified to Customer at least ### (NOTICE_DAYS) days in advance.

4. Customer Data & Backups

  1. Ownership. Customer retains all rights, title, and interest in Backup Data.
  2. Licence. Customer grants Provider a limited, non‑exclusive licence to store, replicate, and transmit Backup Data solely to provide the Service.
  3. Compliance. Customer is responsible for the legality and content of Backup Data and for obtaining all necessary consents.
  4. Retention. Provider will retain Backup Data for the period defined in the Service plan or Order.

5. Security & Data Protection

  1. Provider will implement and maintain administrative, physical, and technical safeguards described in ### (SECURITY_POLICY_URL).
  2. If applicable, the parties shall enter into a Data Processing Agreement ("DPA") in the form available at ### (DPA_URL).
  3. Security incidents affecting Backup Data will be notified to Customer without undue delay.

6. Support & Service Levels

  1. Standard support is available via email at ### (SUPPORT_EMAIL) during ### (SUPPORT_HOURS) (### (SUPPORT_TIMEZONE)).
  2. For critical incidents (Severity 1) Provider will respond within ### (SEV1_RESPONSE_TIME)). Additional SLA terms (credits, measurement) are set out in ### (SLA_URL).

7. Fees and Payment

  1. Fees are set out in the Order and billed in ### (CURRENCY). Unless stated otherwise, fees are due within ### (PAYMENT_TERMS) days of invoice.
  2. Overdue amounts may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law.
  3. Fees are exclusive of taxes; Customer is responsible for applicable taxes except those based on Provider's income.

8. Acceptable Use

Customer shall not (a) use the Service for unlawful or infringing purposes; (b) interfere with or disrupt the Service; (c) attempt to gain unauthorised access to Provider systems.

9. Confidentiality

Each party agrees to use the other party's Confidential Information solely to perform obligations under these Terms and to protect such information with the same care it uses for its own (but no less than reasonable care).

10. Intellectual Property

Except for the limited licence in Section 4.2, Provider and its licensors retain all rights in the Service, software, and related intellectual property. No rights are granted except as expressly stated.

11. Warranties; Disclaimers

  1. Service Warranty. Provider warrants that the Service will perform materially in accordance with the Documentation during the term.
  2. Disclaimer. Except as expressly provided, the Service is provided "as is" without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, and non‑infringement.

12. Limitation of Liability

To the maximum extent permitted by law: (a) neither party will be liable for indirect, consequential, special, or punitive damages; and (b) each party's total liability under these Terms will not exceed the fees paid by Customer to Provider in the twelve (12) months preceding the claim.

13. Indemnification

Customer will indemnify and hold Provider harmless from claims arising out of Customer's breach of Sections 4, 5, or 8 or Customer's infringement of third‑party rights.

14. Term and Termination

  1. These Terms commence on the Effective Date and continue for the subscription term in the Order.
  2. Either party may terminate for material breach after ### (BREACH_CURE_DAYS) days' written notice if the breach remains uncured.
  3. Upon termination, Customer's access to the Service will cease, and Provider will delete Backup Data ### (DATA_DELETION_DAYS) days thereafter, unless legal retention applies.

15. Governing Law & Dispute Resolution

These Terms are governed by the laws of ### (GOVERNING_LAW). Any disputes shall be resolved in the courts of ### (DISPUTE_VENUE), except that either party may seek injunctive relief in any jurisdiction.

16. Changes to Terms

Provider may update these Terms by posting a revised version on ### (SERVICE_URL) and notifying Customer via email or in‑app notice at least ### (NOTICE_DAYS) days before the changes take effect. Continued use after the effective date constitutes acceptance.

17. Notices

Notices must be in writing and sent to: (a) Provider at ### (PROVIDER_NOTICE_ADDRESS) with a copy to ### (PROVIDER_NOTICE_EMAIL); and (b) Customer at the address or email provided in the Order.

18. Miscellaneous

  1. Neither party may assign these Terms without the other's consent, except to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets.
  2. The parties are independent contractors; nothing creates an agency, partnership, or joint venture.
  3. If any provision is unenforceable, it will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force.
  4. These Terms, together with the Order and any DPA or SLA, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements.

Questions? Contact us at ### (CONTACT_EMAIL).