Terms of Service

1. Agreement to Terms

These Terms of Service (the "Terms") form a binding contract between Cloud MCP, Inc. ("Cloud MCP," "we," "us," or "our") and the entity or individual agreeing to them ("Customer," "you," or "your"). By accessing or using the Service, you accept these Terms.

2. Definitions

3. Eligibility & Account Registration

Customer represents that it is a business entity and that the person accepting these Terms has authority to bind Customer. Customer is responsible for all activity under its accounts, including that of Admins, Users, and Beta Testers.

4. License & Access

Subject to these Terms and payment of applicable fees, Cloud MCP grants Customer a limited, non‑exclusive, non‑transferable right to access and use the Service for Customer's internal business purposes.

5. Acceptable Use

Customer will not, and will not permit anyone else to:

• (a) reverse engineer, decompile, disassemble, or otherwise attempt to discover the Service's source code;
• (b) modify or create derivative works of the Service;
• (c) use the Service to violate law, infringe rights, or transmit malware;
• (d) attempt to gain unauthorized access to other accounts or systems; or
• (e) resell, sublicense, or otherwise commercially exploit the Service except as expressly permitted in a separate written agreement.

6. Customer Data & Integrations

Customer retains all rights to data submitted to the Service ("Customer Data"). Customer grants Cloud MCP a worldwide, limited license to host, process, and transmit Customer Data solely to provide, secure, and improve the Service. Customer is responsible for securing any necessary rights to connect third‑party integrations.

7. Confidentiality

Each party will protect the other party's confidential information with at least the same degree of care it uses for its own, but not less than reasonable care.

8. Security & Data Privacy

Cloud MCP maintains administrative, technical, and physical safeguards designed to protect the Service and Customer Data. Cloud MCP is not currently GDPR certified; EU customers may request a Data Processing Addendum incorporating the Standard Contractual Clauses.

9. Fees & Payment

Subscription Tiers.

The Service is offered on monthly subscription tiers (with an optional annual subscription) described on our pricing page or an applicable Order Form.

Billing Cycle.

• Monthly Plans are billed in advance each month by credit card.
• Annual Plans are billed in advance each year by credit card unless otherwise negotiated in an Enterprise Agreement.

Automatic Renewal.

Subscriptions automatically renew for successive periods of the same length unless either party gives written notice of non‑renewal before the current term ends.

Late Payments.

If a credit‑card charge fails and is not cured within 10 days of notice, we may suspend access to the Service until payment is received. Overdue amounts accrue interest at 1.5% per month (or the maximum rate allowed by law, if lower).

Taxes.

Fees are exclusive of any taxes, levies, or duties, which are Customer's responsibility.

10. Beta Program & Feedback

Invitation‑Only Access.

We may invite selected Customers or individuals to act as Beta Testers and provide pre‑release access to new features or the entire Service, free of charge or at discounted rates, for a period determined solely by Cloud MCP.

No Partnership or Employment.

Participation in the beta program, submission of feedback, or receipt of free access does not create any partnership, joint venture, agency, fiduciary, employment, or other special relationship between Cloud MCP and a Beta Tester or Customer.

Feedback License.

Customer grants Cloud MCP a perpetual, irrevocable, royalty‑free right to use, modify, and incorporate into the Service any suggestions, enhancement requests, recommendations, or other feedback provided in any form, without obligation or restriction.

11. Support & Service Levels

Cloud MCP provides standard email support Monday–Friday, 9 a.m.–5 p.m. U.S. Pacific Time (excluding U.S. holidays) via support@cloudmcp.dev. Additional service levels may be specified in an Order Form or Enterprise Agreement.

12. Term & Termination

Commencement.

These Terms commence on the Effective Date and remain in effect for the subscription term stated in your Order Form (or, if none, your then‑current billing period) unless terminated earlier as provided below.

Termination for Breach.

Either party may terminate these Terms for material breach on 30 days' written notice if the breach is not cured.

Effect of Termination.

Upon termination or expiration, Customer's right to access the Service ceases, but Sections 7, 12 (second and third bullets), 13–15, and 17 survive.

13. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS." CLOUD MCP DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON‑INFRINGEMENT.

14. Limitation of Liability

EXCEPT FOR INDEMNITY OBLIGATIONS OR BREACHES OF CONFIDENTIALITY, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, AND EACH PARTY'S AGGREGATE LIABILITY IS LIMITED TO THE AMOUNT PAID BY CUSTOMER TO CLOUD MCP IN THE 12 MONTHS PRECEDING THE CLAIM.

15. Indemnification

Customer will indemnify and hold Cloud MCP harmless from any third‑party claims arising out of (i) Customer's breach of these Terms or (ii) Customer's misuse of the Service.

16. Compliance

Customer is solely responsible for complying with all applicable laws and regulations, including data‑protection and export‑control laws, in its use of the Service.

17. Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of California, excluding its conflict‑of‑laws rules. The parties consent to the exclusive jurisdiction of the state and federal courts located in San Francisco County, California.

18. Changes to the Terms

We may revise these Terms from time to time. Material changes will be communicated via email or in‑product notice. Continued use of the Service after the effective date of any change constitutes acceptance.

19. Contact

For questions about these Terms or the Service, please email support@cloudmcp.dev.