MD Cloud Terms of Service
Last updated: 15 January 2026
Version: 1.0
These Terms of Service (“Terms”) govern access to and use of the products and services branded as MTD Cloud (the “Services”) provided by MTD CLOUD SRL (“MTD Cloud”, “we”, “us”, “our”). By creating an account, ordering, accessing, or using the Services, you agree to these Terms.
If you are using the Services on behalf of an organization (“Customer”, “you”), you represent that you have authority to bind that organization to these Terms.
Important: If you purchase the Services under a signed order form, master services agreement (“MSA”), or other written contract, that contract controls in case of conflict, and these Terms apply to the extent not overridden.
1. Definitions
“Account” means the account used to access the Services.
“Authorized Users” means individuals permitted by Customer to access the Services under Customer’s Account.
“Customer Content” means data, software, text, images, personal data, and other content uploaded to, processed by, stored in, or transmitted through the Services by or on behalf of Customer.
“Order” / “Order Form” means a document (online or offline) describing subscribed Services, fees, term, and any service limits.
“Service Data” means operational and telemetry data generated by the Services (e.g., logs, metrics) excluding Customer Content, except where logs contain Customer Content due to customer configuration.
“Documentation” means user guides, technical documentation, and policies made available by MTD Cloud.
“Acceptable Use Policy” (“AUP”) means the usage restrictions set out in Section 7.
2. Scope of Services
MTD Cloud provides cloud infrastructure and/or platform services, which may include managed Kubernetes, networking, storage, observability, identity integrations, and related support (as described in the applicable Order and Documentation). The Services may evolve over time. We may add, modify, or discontinue features, provided that we do not materially reduce core subscribed functionality during an active paid term without a commercially reasonable workaround.
3. Eligibility, Account Registration, and Administration
You must provide accurate, complete information when creating an Account and keep it up to date. Customer is responsible for:
configuring access controls and administrator roles,
maintaining the confidentiality of credentials and API keys,
all activity occurring under the Account, including activities by Authorized Users.
You must promptly notify us of any suspected unauthorized access or security incident.
4. Orders, Fees, and Payment
4.1. Orders and pricing
Fees, usage limits, billing period, and any metering rules are specified in the Order. Usage-based charges (if applicable) may be billed in arrears based on measured consumption.
4.2. Payment
Invoices are payable within [e.g., 15 / 30] days from invoice date unless otherwise stated in the Order. Late payments may accrue interest as permitted by applicable law and/or we may suspend Services under Section 12.
4.3. Taxes
Fees are exclusive of applicable taxes, duties, and levies. Customer is responsible for all applicable taxes except taxes based on MTD Cloud’s net income. If reverse-charge VAT applies, Customer must provide a valid VAT ID and will account for VAT under applicable rules.
4.4. Disputes
If Customer disputes an invoice, Customer must notify us in writing within [e.g., 15] days of invoice date, stating the reasons in detail. Undisputed amounts remain payable on time.
5. Customer Content and data responsibilities
5.1. Ownership
Customer retains all rights in Customer Content. MTD Cloud does not claim ownership of Customer Content.
5.2. License to operate the Services
Customer grants MTD Cloud a limited, non-exclusive license to host, process, transmit, and display Customer Content solely to provide, secure, and support the Services in accordance with these Terms and the applicable contract.
5.3. Customer responsibilities
Customer is responsible for:
The legality of Customer Content and having the rights and consents necessary to submit it,
Configuring security settings appropriate to Customer’s use case,
Maintaining backups unless the Order expressly includes backup/DR services,
Ensuring Authorized Users comply with these Terms.
5.4. Data Processing Agreement (DPA)
Where MTD Cloud processes personal data as a processor, the parties will enter into a DPA (or a DPA will be incorporated by reference) describing processing instructions, security measures, and sub-processor terms.
6. Support and Service Levels
Support channels, hours, response targets, and any service level agreement (“SLA”) are set out in the Order and/or Documentation. Unless an SLA is explicitly agreed in writing, the Services are provided on a commercially reasonable basis without guaranteed uptime.
7. Acceptable Use Policy (AUP)
Customer and Authorized Users must not use the Services to:
Violate laws or regulations (including export controls and sanctions),
Infringe intellectual property or other rights,
Distribute malware, engage in phishing, or attempt unauthorized access,
Interfere with or disrupt the Services or other customers (e.g., DDoS, crypto-mining without approval, abusive automated scanning),
Process or store illegal content, or content that is exploitative, abusive, or violates rights of others,
Send spam or unlawful marketing communications,
Attempt to bypass usage limits, quotas, or security controls.
We may investigate suspected violations and suspend or restrict access as necessary to protect the Services, other customers, or third parties.
8. Security
MTD Cloud implements technical and organizational measures designed to protect the Services and Customer Content. Customer acknowledges that security is a shared responsibility: Customer must configure the Services correctly (e.g., access, network rules, secrets handling) and maintain secure practices for its users and workloads.
9. Intellectual property
9.1 MTD Cloud IP
MTD Cloud and its licensors own all rights in the Services, Documentation, and underlying technology (including software, templates, and configurations) except Customer Content.
9.2 Feedback
If Customer provides feedback or suggestions, MTD Cloud may use them without restriction or obligation, and without compensating Customer, provided we do not disclose Customer confidential information in doing so.
10. Confidentiality
Each party may receive non-public information (“Confidential Information”) from the other. The receiving party will:
Use Confidential Information only to perform under these Terms and related Orders,
Protect it with reasonable care (at least the same as its own confidential information),
Disclose it only to personnel and subcontractors with a need to know and confidentiality obligations.
Confidentiality obligations do not apply to information that is publicly available without breach, independently developed, or lawfully obtained from a third party.
11. Third-party Services and Open-Source
The Services may integrate with third-party services (e.g., identity providers, observability tooling) or include open-source components. Third-party services are subject to their own terms, and MTD Cloud is not responsible for third-party products not provided by us. Open-source components remain subject to their applicable licenses.
12. Suspension
We may suspend access to the Services (in whole or in part) if:
Customer is overdue on payment (after reasonable notice),
Customer’s use poses a security risk, may cause harm to the Services, or violates the AUP,
required by law or governmental request.
Where practical, we will provide advance notice and an opportunity to remedy, except in urgent situations.
13. Term and termination
13.1. Term
These Terms start when you first use the Services and continue until terminated. Subscription terms are set out in the Order.
13.2. Termination for convenience
Either party may terminate an Order for convenience only if the Order allows it.
13.3. Termination for cause
Either party may terminate an Order if the other party materially breaches and fails to cure within [e.g., 30] days of written notice. Non-payment is a material breach.
13.4. Effect of termination
Upon termination:
Customer’s right to use the Services ends,
outstanding fees become immediately due,
Customer may export Customer Content during any agreed transition period (if applicable),
we may delete Customer Content after [e.g., 30–90] days unless legally required to retain it or otherwise agreed in writing.
14. Warranties and disclaimers
Except as expressly stated in an Order or SLA, the Services are provided “as is” and “as available.” To the maximum extent permitted by law, MTD Cloud disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement.
MTD Cloud does not warrant that the Services will be uninterrupted, error-free, or that Customer Content will be free from loss (especially where Customer has not enabled recommended backup and security configurations).
15. Limitation of liability
To the maximum extent permitted by law:
Neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, or business opportunities.
Each party’s total aggregate liability arising out of or relating to the Services will not exceed the fees paid (or payable) by Customer for the affected Services in the [e.g., 12] months preceding the event giving rise to the claim.
These limitations do not apply to liabilities that cannot be limited under applicable law, or to breach of confidentiality, willful misconduct, or infringement (if you want narrower/wider carve-outs, adjust here).
16. Indemnification (optional but common)
Customer indemnity: Customer will indemnify and hold harmless MTD Cloud from third-party claims arising from Customer Content or Customer’s breach of the AUP/law.
MTD Cloud will defend Customer against third-party claims alleging the Services infringe IP rights, with standard exclusions (customer modifications, third-party components, misuse).
17. Compliance and export controls
Customer must comply with applicable export laws and sanctions. Customer represents that it is not located in a sanctioned jurisdiction or acting on behalf of sanctioned parties (as applicable).
18. Governing law and jurisdiction
These Terms and any dispute arising from them are governed by the laws of Romania. The courts competent in Bucharest, Romania will have exclusive jurisdiction, unless mandatory law provides otherwise.
19. Changes to these Terms
We may update these Terms from time to time. If changes are material, we will provide notice (e.g., via website, dashboard, or email). Continued use of the Services after the effective date of the updated Terms constitutes acceptance.