Introduction
[These Terms of Service ("Terms") constitute a legally binding agreement between you (or the entity you represent, "Customer") and Aircloud Technologies Inc. ("Aircloud," "we," or "us"), a Delaware corporation. By creating an account, accessing the Services, or clicking "I Agree," you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.]
[These Terms apply to all users of the Aircloud platform, including the web console, REST API, CLI tools, and any software we make available. If you are entering into these Terms on behalf of a company or organization, you represent and warrant that you have authority to bind that entity, and "you" refers to that entity.]
[Use of the Services is permitted only for lawful commercial or research purposes. Use by individuals under the age of 18 or by parties barred from receiving services under applicable law is prohibited.]
Account Registration
Eligibility
[To use the Services, you must be at least 18 years old and capable of entering into a binding contract. Use is prohibited where barred by applicable law, including applicable export controls and sanctions regulations.]
Account Creation
[You must provide accurate, current, and complete information during registration and keep your account information updated. Each account must be associated with a valid email address and payment method. Organizational accounts may add multiple users; the account owner is responsible for all activity on sub-accounts.]
Account Security
[You are responsible for maintaining the confidentiality of your API keys, passwords, and access credentials. You must notify us immediately at security@aircloud.com if you become aware of any unauthorized access to your account. Aircloud is not liable for any loss resulting from unauthorized use of your account prior to notification.]
One Account per Entity
[Creating multiple accounts to circumvent usage limits, access promotional pricing multiple times, or evade account restrictions is prohibited and may result in immediate termination of all associated accounts.]
Service Description
[Aircloud provides GPU compute infrastructure services, including serverless on-demand GPU instances, dedicated private inference servers, batch training jobs, and reserved capacity. Services are delivered across three supply tiers: Trusted (hyperscaler), Secure (audited colocation), and Community (open network), each with distinct isolation guarantees and SLA commitments as described in Section 6 and on our documentation site.]
Service Availability
[The Services are available globally subject to capacity constraints. Aircloud does not guarantee availability of any specific GPU model, instance type, or geographic region. Spot instances are subject to interruption as described in Section 5. We reserve the right to modify, discontinue, or limit any feature or service tier with appropriate notice as described in Section 12.]
Beta and Early Access Features
[Features labeled "beta," "preview," or "early access" are provided as-is without warranty. Beta features may be modified or discontinued at any time. Usage data from beta features may be used to improve the Services.]
Acceptable Use
[You agree to use the Services only for lawful purposes and in accordance with these Terms. The following activities are expressly prohibited:]
Prohibited: Cryptocurrency Mining
[Using the Services to mine, mint, or otherwise generate cryptocurrency tokens, including proof-of-work mining operations, without Aircloud's prior written consent. This includes spot instance abuse for mining during provisioning windows.]
Prohibited: Illegal Activity
[Using the Services to host, distribute, or process content that violates applicable law, including but not limited to: child sexual abuse material, content facilitating terrorism, or unlicensed distribution of copyrighted material at scale.]
Prohibited: Security Attacks
[Using the Services to conduct distributed denial-of-service (DDoS) attacks, port scanning, credential stuffing, or other offensive security operations against third parties.]
Prohibited: Spot Instance Abuse
[Exploiting spot instance pricing for workloads designed to complete within brief windows specifically to avoid paying on-demand rates without legitimate technical justification.]
Prohibited: Interference
[Attempting to probe, scan, or test the vulnerability of Aircloud's systems or infrastructure, or breaching any security or authentication measures.]
Prohibited: Resale Without Authorization
[Reselling, sublicensing, or otherwise providing access to the Services to third parties without entering into a reseller agreement with Aircloud.]
Prohibited: Export Control Violations
[Using the Services in a manner that would violate U.S. export control laws or regulations, including providing access to sanctioned entities or jurisdictions.]
[Aircloud reserves the right to immediately suspend or terminate access to the Services for violations of this section. We may report suspected illegal activity to appropriate law enforcement authorities.]
Billing & Payment
Per-Second Billing
[GPU usage is billed on a per-second basis from instance provisioning to termination. Billing begins when an instance enters the "running" state and ceases when it enters the "terminated" state, as recorded by Aircloud's infrastructure logs. Partial seconds are rounded up to the nearest second. Minimum billing increments and any applicable minimums per instance type are listed in the pricing documentation.]
Payment Terms
[Payment is due at the time of service for prepaid accounts. Postpaid enterprise accounts are invoiced monthly with net-30 payment terms unless otherwise agreed in writing. All amounts are in U.S. dollars unless otherwise specified. Payments are processed by Stripe. By providing a payment method, you authorize Aircloud to charge applicable fees to that method.]
Taxes
[Prices listed on the platform exclude applicable taxes. You are responsible for paying all applicable sales, use, VAT, GST, and other taxes imposed by any governmental authority in connection with your use of the Services. Where required by law, Aircloud will collect and remit applicable taxes.]
Dispute Process
[If you believe a charge is incorrect, you must notify us in writing at billing@aircloud.com within 30 days of the invoice date. Disputes submitted after 30 days are considered waived unless prohibited by applicable law. Undisputed charges remain due and payable. We will investigate all valid disputes and credit your account for confirmed billing errors within two billing cycles.]
Late Payments and Suspension
[Overdue invoices accrue interest at [1.5%/month or the maximum rate permitted by law, whichever is lower]. Aircloud reserves the right to suspend access to the Services for accounts with invoices more than [15 days] past due after providing written notice.]
Service Levels
[Aircloud's uptime commitments vary by supply tier. The following SLA targets apply to production instances. Service credits are the exclusive remedy for SLA failures. SLA credits do not apply to outages caused by customer actions, third-party services outside Aircloud's control, force majeure events, or scheduled maintenance with 24-hour advance notice.]
[To claim a service credit, you must submit a request to support@aircloud.com within 30 days of the incident, including the instance ID, time range, and a description of the impact. Aircloud will review the request against platform logs and issue credits to your account within 30 days of a valid claim.]
Data & Privacy
[Your use of the Services is also governed by our Privacy Policy, available at aircloud.com/legal/privacy, which is incorporated into these Terms by reference.]
[You retain all rights, title, and interest in and to any data, models, weights, code, or other content you store on or process through the Services ("Customer Data"). Aircloud does not access Customer Data except as strictly necessary to provide the Services, respond to support requests, or comply with applicable law. We do not use Customer Data to train our own models or for any purpose beyond operating the Services.]
[Enterprise customers requiring a Data Processing Agreement (DPA) for GDPR compliance should contact legal@aircloud.com. Our standard DPA is available at aircloud.com/legal/dpa.]
Intellectual Property
Your IP
[Your models, training data, inference outputs, and all Customer Data remain your intellectual property. Nothing in these Terms transfers ownership of your IP to Aircloud. You grant Aircloud a limited, non-exclusive license to process your Customer Data solely to the extent necessary to provide the Services.]
Aircloud's IP
[The Aircloud platform, software, APIs, documentation, branding, and all associated intellectual property are owned by Aircloud Technologies Inc. or our licensors. Subject to your compliance with these Terms, Aircloud grants you a limited, non-exclusive, non-transferable license to access and use the Services for your internal business purposes.]
Feedback
[If you provide feedback, suggestions, or feature requests regarding the Services, you grant Aircloud an irrevocable, perpetual, royalty-free license to use that feedback for any purpose, including incorporating it into the Services, without any obligation to compensate you.]
Termination
Termination by You
[You may terminate your account at any time by following the account deletion process in the console settings or by emailing support@aircloud.com. Termination takes effect after all active instances are stopped and final invoices are settled. Prepaid credits are forfeited upon voluntary termination unless a refund is explicitly agreed in writing.]
Termination by Aircloud
[Aircloud may terminate or suspend your account: (a) immediately and without notice for material breach of these Terms, including Acceptable Use violations; (b) with 30 days written notice for convenience; (c) immediately if required by applicable law or regulation. Termination for cause does not entitle you to any refund of prepaid credits.]
Effect of Termination
[Upon termination, all running instances are stopped and your access to the Services is revoked. Customer Data stored on the platform will be retained for 30 days after termination to allow you to export it, after which it will be deleted from our systems in accordance with our data retention policy. Aircloud is not liable for any data loss resulting from termination.]
Limitation of Liability
[TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TENSORBAY'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES (WHETHER IN CONTRACT, TORT, STATUTE, OR OTHERWISE) SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO TENSORBAY IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).]
[IN NO EVENT SHALL TENSORBAY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL, EVEN IF TENSORBAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.]
[THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TENSORBAY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, EXCEPT AS EXPRESSLY SET FORTH IN THE SERVICE LEVEL COMMITMENTS IN SECTION 6.]
Governing Law
[These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. For enterprise customers based in California, California law may apply to the extent required by statute.]
[Any dispute arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered by [JAMS / AAA — to be finalized] under its applicable rules, except that either party may seek injunctive relief in a court of competent jurisdiction for violations of its intellectual property rights. The arbitration shall be conducted in [Wilmington, Delaware / San Francisco, California — to be finalized]. Class action and class arbitration are waived.]
Changes to Terms
[Aircloud reserves the right to modify these Terms at any time. For material changes, we will provide at least 30 days' advance notice via email to the address on file with your account and/or by posting a prominent notice in the console. Your continued use of the Services after the effective date of a change constitutes acceptance of the updated Terms.]
[Changes to billing rates, service tiers, or API pricing are governed by the Pricing Policy, which is incorporated by reference. Enterprise customers with signed order forms are governed by the terms of those agreements during the committed term.]
Contact
[For legal inquiries, contract questions, or notices under these Terms, contact us at:]