Table of Contents
This Agreement governs your access to and use of Baobab Cloud Services. By subscribing, accessing, or using our services, you acknowledge that you have read, understood, and agreed to these Terms & Conditions.
Important Notice
If you are entering this Agreement on behalf of an organization, you represent that you have the authority to bind the entity to these Terms.
1. Service Responsibilities
- Baobab Cloud will provide access to its cloud infrastructure, platform, and managed services in accordance with the service descriptions and service level commitments agreed upon.
- Third-party software and content integrated with Baobab Cloud Services may be subject to separate terms and conditions as mandated by the respective software providers.
- Baobab Cloud will implement industry-standard security and privacy controls to safeguard customer data against accidental loss, unauthorized access, or unlawful disclosure.
- Data residency preferences will be respected where available. Customer content will not be moved across regions without prior notice, except when required to comply with applicable laws or regulatory obligations.
- Services may evolve over time. In the event of a significant change or discontinuation of core services, Baobab Cloud will provide advance notice wherever commercially reasonable.
2. Customer Responsibilities
- Customers are required to maintain accurate account information, including valid billing and contact details.
- Customers are solely responsible for their data, applications, and compliance with all applicable laws when using Baobab Cloud Services.
- It is the customer's responsibility to configure security controls, backup mechanisms, and access permissions within the service environment.
- Customer login credentials, private keys, and access tokens are for internal use only and must not be shared or resold to third parties.
- Customers are accountable for the actions of their end-users. Any misuse or breach caused by end-users will be considered a violation of this Agreement by the customer.
3. Fees and Payment
- Services are billed quarterly on a prepaid basis or subscribed plans. All invoices are payable in full without deductions or setoffs.
- Baobab Cloud reserves the right to revise fees and pricing models with at least 30 days' prior notice.
- In the event of late payments, Baobab Cloud may charge interest at 1.5% per month or the maximum allowed by law.
- All charges are exclusive of applicable taxes. Customers are responsible for ensuring compliance with tax regulations, including providing valid exemption certificates where applicable.
- Failure to settle invoices on time may result in suspension or termination of services.
4. Suspension of Services
- Baobab Cloud may temporarily suspend access to services if usage poses a security risk, impacts other customers, or violates applicable laws or this Agreement.
- Suspension may also occur in cases of overdue payments, fraudulent activity, or non-compliance with contractual obligations.
- During suspension, customers remain liable for all applicable fees and charges incurred.
5. Term & Termination
- This Agreement remains in effect until terminated by either party in accordance with these Terms.
- Customers may terminate services by providing written notice and settling any outstanding dues.
- Baobab Cloud may terminate the Agreement for material breach, prolonged non-payment, insolvency, or regulatory requirements.
- Upon termination, customers must discontinue use of services and retrieve their data within 30 days.
6. Proprietary Rights
- Customers retain ownership of their data. Baobab Cloud only acquires limited rights to use customer content strictly for service delivery and compliance purposes.
- Baobab Cloud retains all intellectual property rights related to its platform, technology, and associated documentation.
- Customers shall not attempt to reverse-engineer, disassemble, or copy Baobab Cloud's proprietary technologies.
7. Indemnification
- Customers agree to defend and indemnify Baobab Cloud against any claims, damages, or losses arising from their use of the services, violation of these Terms, or infringement of third-party rights.
- Baobab Cloud will indemnify customers against third-party claims alleging infringement of intellectual property rights arising directly from Baobab Cloud technology, provided customers use services as contractually permitted.
8. Disclaimers
- Baobab Cloud Services are provided on an 'as-is' basis without warranties of any kind, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, or non-infringement.
- Service availability and performance commitments are defined exclusively under applicable Service Level Agreements (SLAs).
9. Limitation of Liability
- Baobab Cloud shall not be liable for indirect, incidental, or consequential damages, including loss of profits, data, or goodwill.
- The aggregate liability of Baobab Cloud for all claims under this Agreement shall not exceed the total fees paid by the customer for the affected services in the preceding 12 months.
10. General Provisions
- This Agreement is governed by the laws of the jurisdiction where Baobab Cloud is registered, excluding conflict of law principles.
- Neither party shall be liable for delays or failures caused by events beyond reasonable control (force majeure).
- Notices under this Agreement will be provided electronically or in writing to the registered addresses of the parties.
- If any provision of this Agreement is held invalid, the remaining provisions shall remain enforceable.
- This Agreement represents the entire understanding between the parties and supersedes all prior agreements or communications.
Billing
Quarterly prepaid billing with 30-day notice for pricing changes
Data Retrieval
30 days to retrieve data after termination
Data Ownership
You retain full ownership of your data and content