These Service Terms and Agreement, together with the Subscription (as defined below), are an agreement
(collectively, this “Agreement”) between cloudradar UG (haftungsbeschränkt) (“Cloudradar”), and the individual or company
identified in the Subscription (“Customer”).
BY SIGNING UP TO ACCESS THE CLOUDRADAR SERVICE YOU ARE REPRESENTING THAT YOU ARE OVER THE AGE OF 18,
HAVE THE CAPACITY AND AUTHORITY TO ENTER INTO THIS AGREEMENT, AND ARE CONSENTING ON BEHALF OF YOURSELF AND/OR AS
AN AUTHORIZED REPRESENTATIVE OF YOUR COMPANY, AS APPLICABLE, TO BE BOUND BY THIS AGREEMENT.
In consideration of the mutual promises contained in this Agreement, Cloudradar and Customer agree as
Cloudradar runs a monitoring service intended for IT, operations and development teams which
includes the features and functionality described at the Cloudradar.io website (the “Site”) on the Subscription Date,
as such features and
functionality may change from time to time as provided in Section 6 (the “Service”). The Service
is operated on Cloudradar’s hosting servers or those of its provider(s) to enable Customer and those of its
employees who have been
authorized by Customer (“Authorized Users”) to access and use the Service via the web. (If
Customer is an individual subscribing for personal use, the term Authorized User shall refer to him or her.)
Subscription and Subscription Date.
As used in this Agreement, the term “Subscription” means
an online order for the Service completed and submitted by Customer through the Site and
accepted by Cloudradar,
a written Customer purchase order for the Service accepted by Cloudradar,
another written agreement for the Service executed by both Cloudradar and Customer.
“Subscription Date” refers to, as applicable,
the date Customer submits its online order through the Site,
the date Customer issues its written purchase order,
the date Customer issues its written purchase order,
the date both Customer and Cloudradar have executed a
written agreement, or
the date that an authorized Cloudradar reseller has commenced the Services on behalf
of a Customer.
This Agreement shall commence on the Subscription Date and, unless terminated early in
accordance with Section 7 or 14 below, continue for
the number of months or year(s) specified in the Subscription as measured from the
first day of the first calendar month after the Subscription Date, or
if no period is specified in the Subscription, the end of the calendar month following the calendar month in which
Customer gives notice of termination pursuant to this Section 3 (the “Initial Period”).
This Agreement shall automatically renew for
successive renewal periods of the same duration of the Initial Period (each, a “Renewal
Period”) unless one party
gives notice of termination or non-renewal pursuant to this Section 3 (the Initial
Period, and all such Renewal
Periods, collectively, the “Service Period”).
If Customer is using the Service under a Pro, Enterprise or other fee-based pricing plan (each, a
Plan”), this Agreement shall automatically renew for successive renewal periods of the same duration of the
Period unless one party gives notice to the other of its intent not to renew at least 30 days prior to the
expiration of the then pending term. If Customer is using the Service under a Free or non-paying Trial plan
“Free Plan”), this Agreement will be deemed month-to-month and either party shall be free to not renew, or
terminate, this Agreement immediately upon notice to the other. Functionality of Free Plans may change at
including the complete cancelation of Free Plans.
Notwithstanding the foregoing, if Customer has purchased the Services through an authorized Cloudradar
the terms of Customer’s subscription with such reseller shall control with respect to the subscription term;
provided, however, that if Cloudradar and such applicable reseller terminate their agreement, the Services
immediately terminate unless Customer enters into a new subscription with Cloudradar or another authorized
Pricing and Fees.
Unless the parties agree otherwise in a separately executed written agreement for an Enterprise or other
customized Paying Plan, fees for the Service (“Fees”) shall be based on the pricing published at the Site as
Subscription Date for the Initial Period. All or certain of the Fees may be calculated on the basis of the
hosts or checks. For purposes of that determination and this Agreement, the term “host” refers to a
monitored host/server, as determined by Cloudradar on a calendar month basis.
Customer must be authorized to use the payment method Customer enters when creating a billing account.
authorizes Cloudradar to charge Customer for the Service using that payment method and for any paid feature
Service that Customer chooses to sign up for or use during the Service Period of this Agreement. As
Subscription, Cloudradar may bill:
at the time of purchase,
shortly after purchase, or
on a recurring time- or usage-based basis.
Customer must keep all information in Customer’s billing account current. Customer can access and modify
Customer’s billing account information through the Site and may change its payment method at any time. If
notifies Cloudradar to stop using Customer’s previously designated payment method and fails to designate an
alternative, Cloudradar may immediately suspend use and access to the Service. Any notice from Customer
billing account will not affect charges Cloudradar submits to Customer’s billing account before Cloudradar
reasonably could act on Customer’s request.
Cloudradar will notify Customer in advance, either through the Service or by email pursuant to Section
Cloudradar changes Fees that would apply to Customer in a Renewal Period. If Customer does not agree to
changes, Customer must give notice of its intent to not renew the Agreement for such Renewal Period and stop
the Service on or before the effective date of termination. If Customer fails to give notice of non-renewal,
Customer’s payment information on file will be charged at the new Fees thereafter.
Payments for all accounts registered to pay via credit card are due the date the invoice is posted on
account. Payments for all accounts registered to pay via check, wire transfer or Automated Clearing House
due within 30 days of the invoice date unless otherwise agreed-to by the parties in writing. If any payment
made when due, Cloudradar may immediately suspend use and access to the Service.
All Customer prepayments, if any, for the Service (monthly, yearly or otherwise) shall be deemed fully
upon payment and are non-refundable; this includes accounts that are renewed.
If this Agreement is terminated early by Customer pursuant to Section 7 or 14(a), or by Cloudradar
Section 14(b)(ii), Customer will not be obligated to pay the Fees following the effective date of
all other cases, and regardless of whether Customer and its Authorized Users’ access or use the Service at
levels reflected in the Subscription or otherwise, Customer is responsible for paying all Fees through
the Service Period.
Any amount not paid when due will bear interest at the rate of 1.5% per month or the maximum rate
applicable law, whichever is less, computed and compounded daily from the date due until the date paid.
the event of any action by Cloudradar to collect any amount not paid when due, Customer will pay or
Cloudradar’s costs of collection (including, without limitation, any attorneys’ fees and court costs).
All Fees are exclusive of any applicable sales or other taxes or similar fees imposed by any government
pay or reimburse all such taxes and fees (including any interest or penalties), if any,
on or measured by amounts payable by Customer under this Agreement (excluding taxes based on Cloudradar’s
furnish Cloudradar with evidence acceptable to the government authority to sustain an
Service Access and Use Rights.
Subject to this Agreement, Cloudradar will make the Service available to Customer and Authorized Users
Service Period and Cloudradar hereby grants to Customer, during the Service Period, a nonexclusive,
limited right to enable Authorized Users to access and use the Service through the interface and the Site,
access and use Cloudradar’s technical and operations documentation and Agents (as defined in Section 9) in
thereof, solely for Customer’s internal, business use. Customer acknowledges that its and each Authorized
incorporated into this Agreement by reference. Cloudradar may delegate the performance of certain portions
Service to third parties, but will remain responsible to Customer for delivery thereof. Cloudradar may in
discretion modify, enhance or otherwise change the Service from time to time, provided that, if Customer is
Paying Plan, such change does not adversely affect the Service as it existed at the Subscription Date.
Service Level Commitment.
Excluding scheduled maintenance windows, Cloudradar will use commercially reasonable efforts to maintain
availability of the hosted portion of the Service for each calendar month during the term of this Agreement.
Service will be deemed “available” so long as Authorized Users are able to login to the Service interface
monitoring data. Excluding planned maintenance periods, in the event the Service availability drops below
two consecutive months, Customer may terminate the Service in the calendar month following such two-month
upon written notice to Cloudradar. To assess uptime, Customer may, if under a Paying Plan, request the
availability for a prior month by filing a support ticket through the Site.
Subject to this Agreement, if Customer is under a Paying Plan, Cloudradar will provide unlimited in-product
email support (“Support”). Although no response times are guaranteed, Cloudradar will use commercially
efforts to respond to such support requests within 48 hours. Cloudradar may delegate the performance of
portions of the Support to third parties, but will remain responsible to Customer for delivery thereof. In
any Support is not performed with reasonable skill, care and diligence, Cloudradar will re-perform the
the extent necessary to correct the defective performance, and Customer acknowledges that re-performance
Customer’s sole and exclusive remedy for any defective performance. Notwithstanding the foregoing, if
purchased the Services through an authorized Cloudradar reseller, such reseller shall be responsible for
support and any other support terms set forth in Customer’s subscription with such reseller.
Agents; Third-Party Content.
Cloudradar will make various application program interfaces (APIs), agents, libraries and other materials
at the Site or through the Service from time to time in its discretion to support Customer’s access and use
Service (collectively, “Agents”). Customer acknowledges and agrees that:
the Agents may only be used on
owned, leased or primarily operated by Customer,
the Agents are made available solely to support access
of the Service, and Cloudradar has no liability with respect to any other uses of the Agents, and
Agents may include third-party content that is subject to open source license terms that may expand or limit
Customers’ rights to use such content.
Customer agrees to review any electronic documentation that
Agents or is identified in a link provided to Customer to determine which portions of the Agents are open
are licensed under open source license terms. To the extent any such license terms require that Cloudradar
Customer the rights to copy, modify, distribute or otherwise use any open source software in the Agents that
inconsistent with the limited rights granted to Customer in this Agreement, then such rights in the
source license terms shall take precedence over the rights and restrictions granted in this Agreement, but
with respect to such open source software. Further, Customer acknowledges and agrees that all third-party
governed by its respective terms and such terms are solely between Customer and the applicable licensor.
agrees to comply with such third-party terms (including open source license terms), as applicable, and
has no liability with respect to third-party content under this Agreement.
Restrictions and Limitations.
Cloudradar has implemented commercially reasonable, industry-standard technical and organizational
designed to secure Customer Data from accidental loss and from unauthorized access, use, alteration or
and each hosting provider for the Service has or will have similar contractual obligations to Cloudradar.
meets the standards for operational compliance or certification in any specific area, including any
Customer is solely responsible for providing, installing and maintaining at its own expense all
facilities and services necessary to enable Authorized Users’ access and use of the Service through the
including, without limitation all computer hardware and software and Internet access.
Customer will use commercially reasonable efforts to ensure, through proper instructions and enforcement
actions, that all access to and use of the Service by Customer or Authorized Users’, or otherwise through
facilities, equipment, identifiers or passwords, will conform to this Agreement and will be made and used
proper and legal purposes, and will be conducted in a manner that does not violate any law or regulation,
of any third party or this Agreement. Customer is solely responsible for tracking and for ensuring the
confidentiality of all user identifiers and passwords. Cloudradar has no liability with respect to any use
of such identifiers or passwords, and any use thereof other than as provided in this Agreement will be
breach of this Agreement by Customer.
Without limiting the generality of Sections 10 and 12, no provision of this Agreement includes the right
Customer will not, directly or indirectly:
attempt to interfere with, compromise the system integrity or
security or decipher any transmissions to or from the servers running the Service; (ii) take any action that
imposes, or may impose at Cloudradar’s discretion, an unreasonable or disproportionately large load on
knowingly upload invalid data, viruses, worms, or other software agents through the
enable any person or entity other than Authorized Users to access and use the Service or Technology (as
defined in Section 12(b));
modify or create any derivative work based upon the Service or Technology;
permit or suffer to continue any copying or distribution of the Service or Technology; (vii) reverse
disassemble or decompile all or any portion of, or attempt to discover or recreate the source code for, any
that is part of the Service or Technology;
access the Service in order to build a competitive
assist any third party to build a competitive solution;
remove, obscure or alter any proprietary notice
to the Service or Technology; or
engage in, permit or suffer to continue any use or other activity that
expressly authorized under this Agreement by any person or entity within Customer’s control (“Unauthorized
the event Customer violates any of the terms set forth in this Section, in addition to any other remedies
at law or in equity, Cloudradar will have the right, in its discretion, to immediately suspend Customer’s
Authorized Users’ use and access to the Service.
Rights Grants to Cloudradar.
In order to provide and support the Service for the benefit of Customer, Customer hereby grants
worldwide, non-exclusive, royalty-free license during the Service Period to use, reproduce, electronically
distribute, transmit, have transmitted, perform, display, store, and archive the data, text, software,
images or other content that Customer and/or any Authorized User run on or through the Service, cause to
with the Service, upload to the Service, or otherwise transfer, process, use or store in connection with the
(collectively “Customer Data”). Customer agrees that, so long as no Customer Confidential Information is
disclosed, Cloudradar may:
use Customer Data to refine, supplement or test Cloudradar’s product and
include aggregated and anonymized Customer Data in any publicly available reports, analyses
promotional materials; and
retain anonymized, non-attributable Customer Data following any termination
Agreement for use in connection with the foregoing.
During the Service Period, Cloudradar may list Customer as a customer and use Customer’s name and logo
Site, on publicly available customer lists and in media releases.
Subject only to the limited rights expressly granted in this Agreement, as between Customer and
Customer shall retain all right, title and interest in and to the Customer Data and all intellectual
therein. Customer is solely responsible, and Cloudradar assumes no liability, for the Customer Data that
Users or other third parties post, send or otherwise make available over or through the Service.
As used in this Agreement, “Technology” means any and all know-how, processes, methodologies,
designs, inventions, functionality, graphics, techniques, methods, applications, computer programs,
manuals, documentation, products or other technology and materials of any kind, or any enhancement thereto,
Cloudradar in connection with the performance of the Service or the Support, or made available by Cloudradar
Customer, any Authorized User or any third party in connection with the Service or the Support. Without
foregoing, Technology includes the products, services and technology makes available through the Site, the
the Service interface and any Cloudradar branded or co-branded websites (including sub-domains, widgets and
The Service and Technology constitute or otherwise involve valuable intellectual property rights of
and all right, title and interest in and to the foregoing shall, as between the parties, be owned by
title to or ownership of the Service or Technology, or any intellectual property rights associated
transferred to Customer, any Authorized User or any third party under this Agreement. Sections 6 and 9 set
entirety of Customer’s limited rights to access and use the Service and Agents and to make the Service and
available to Authorized Users. Except with respect to certain of the Agents, in no event shall Customer be
to access or review any object code or source code. Cloudradar reserves all rights to the Service and
otherwise expressly granted herein.
As used in this Agreement, “Confidential Information” means any information that is proprietary or
to the Discloser (as defined below) or that the Discloser is obligated to keep confidential (e.g., pursuant
contractual or other obligation owing to a third party). Confidential Information may be of a technical,
other nature. However, Confidential Information does not include any information that:
was known to the
Recipient (as defined below) prior to receiving the same from the Discloser in connection with this
is independently developed by the Recipient;
is acquired by the Recipient from another source without
restriction as to use or disclosure; or
is or becomes part of the public domain through no fault or
Each party reserves any and all right, title and interest (including any intellectual property rights)
may have in or to any Confidential Information that it may disclose to the other party under this Agreement.
party that receives any Confidential Information (the “Recipient”) of the other party (the “Discloser”) will
Confidential Information of the Discloser against any Unauthorized Use or disclosure to the same extent that
Recipient protects its own Confidential Information of a similar nature against Unauthorized Use or
in no event will use less than a reasonable standard of care to protect such Confidential Information;
the Confidential Information of the Discloser is conspicuously marked or otherwise identified as
proprietary upon receipt by the Recipient or the Recipient otherwise knows or has reason to know that the
Confidential Information of the Discloser. The Recipient will use any Confidential Information of the
solely for the purposes for which it is provided by the Discloser. This Section will not be interpreted or
any use or disclosure which is necessary or appropriate in connection with the Recipient’s
performance of its obligations or exercise of its rights under this Agreement or any other agreement between
any use or disclosure required by applicable law, provided that the Recipient uses reasonable
to give the Discloser reasonable advance notice thereof to afford the Discloser an opportunity to intervene
an order or other appropriate relief for the protection of its Confidential Information; or
any use or
disclosure made with the consent of the Discloser.
In the event of any breach or threatened breach by the
of its obligations under this Section 13(b), the Discloser will be entitled to injunctive and other
to enforce such obligations. The obligations of confidentiality shall survive expiration or termination of
Early Service Termination.
Either party may terminate this Agreement prior to the end of the Service Period in the event of a
breach of this Agreement by the other party if such other party fails to correct such breach within 30 days
In addition to the rights under Section 14(a), Cloudradar may terminate this Agreement immediately upon
if Customer breaches any provisions of Section 6, 9 or 10, (ii) in order to comply with
laws or regulations,
if Customer defaults in the timely payment of any amounts due Cloudradar under a
if Customer has purchased the Services through a reseller that is no longer an authorized
Effect of Expiration or Early Service Termination.
Upon expiration or earlier termination of this Agreement:
any and all rights granted to Customer
respect to the Service and Technology, and except as set forth in Section 11 any and all rights granted to
Cloudradar with respect to the Customer Data, will terminate effective as of the effective date of
Customer will return to Cloudradar any and all Confidential Information of Cloudradar in the possession or
subject to Section 15(b), Cloudradar will return to Customer any and all Confidential
of Customer in its possession or control;
Cloudradar will have no obligation to provide the Service to
or Authorized Users after the effective date of the termination; and
Customer will pay to Cloudradar any
payable for Customer’s and Authorized User’s use of the Service through the effective date of the
together with all other amounts in accordance with Section 4.
This Section 15 and Sections 4, 5, 10 through 13 and 16 through 18 shall survive the expiration or earlier termination of this Agreement.
Cloudradar’s only obligation with respect to any electronic information transmitted or received by
Authorized Users in relation to Customer’s and Authorized User’s use of the Service is, upon Customer’s
promptly delete or destroy the information that is stored, if any, in the Service database on the effective
termination. Customer acknowledges the duration of the retention of such information is determined by the
the applicable Free Plan or Paying Plan. In addition, Customer acknowledges that although information in the
database will be deleted from its transaction servers, Cloudradar may retain such information stored on
backup archiving systems during the period such backup or archived materials are retained under Cloudradar’s
customary procedures and policies. In addition, Cloudradar may retain certain information as provided in
Representations and Indemnities.
Customer hereby represents and warrants to Cloudradar that Customer has the authority to enter into and
this Agreement and the Customer’s entering into this Agreement, and performance of its obligations and
its rights under this Agreement, do not and will not violate any applicable laws, regulations or orders.
Customer hereby represents, warrants and covenants that, without limiting the foregoing: (i) Customer or
licensors owns all right, title and interest in and to Customer Data; (ii) Customer has all rights in
necessary to grant the rights contemplated by this Agreement; and (iii) Customer has obtained any necessary
third-party approvals, including without limitations applicable vendors and licensors, in relation to
content to be used by Customer in connection with the Service or will obtain such approvals prior to such
Cloudradar hereby represents, warrants and covenants to Customer, if under a Paying Plan, that: (i) the
and Technology as delivered to Customer and used in accordance with this Agreement will not infringe on any
intellectual property right or other right of any other person or entity and (ii) Cloudradar has all rights
Service and Technology necessary to grant the rights contemplated by this Agreement.
Customer agrees to defend, indemnify and hold harmless Cloudradar and its employees, contractors,
officers and directors, from and against any and all claims, damages, obligations, losses, liabilities,
debt, and expenses (including without limitation attorneys’ fees) arising out of or related to:
Authorized Users’ use of and access to the Service; (ii) Customer’s or an Authorized User’s violation of any
Customer’s or an Authorized User’s violation of any third-party right, including
limitation any right of privacy, publicity rights or intellectual property rights;
Customer’s or an
User’s violation of any law, rule or regulation;
any claim or damages that arise as a result of any
any other party’s access and use of the Service with provided identifier(s) and password(s).
Cloudradar agrees to defend, indemnify and hold harmless Customer, if under a Paying Plan, from and
and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including without
attorneys’ fees) arising out of or related to:
Cloudradar’s breach of any representation, warranty or
in this Agreement or
Cloudradar’s violation of any law, rule or regulation. In addition, if the Service
Technology becomes the subject of a claim of infringement of a U.S. copyright or patent, Cloudradar will
Customer, if under a Paying Plan, against such claim provided that Customer gives Cloudradar prompt written
of the claim, allows Cloudradar to direct the defense and settlement of the claim, and cooperates with
necessary, at Cloudradar’s expense, for defense and settlement of the claim.
If the Service or Technology
or, in Cloudradar’s opinion is likely to become, the subject of such a claim, Cloudradar shall have the
obtain for Customer the right to continue using the Service or Technology, replace or modify the Service or
Technology so that it becomes non-infringing, or terminate the rights granted hereunder to such Service or
Technology with refund to Customer of any fees paid for such Service and Technology (less a reasonable
the period during which Customer has had available to it the use of such Service and Technology). Cloudradar
have no liability for any infringement claim to the extent it
is based on modification of the Service or
Technology other than by Cloudradar;
results from failure of Customer to use any updated version of
Technology provided by Cloudradar to Customer;
is based on the combination or use of the Service or
with any other software, program or device not provided by Cloudradar if such infringement would not have
for such use or combination;
results from compliance by Cloudradar with designs, plans or specifications
furnished by Customer; or
results from Customer’s operation of the Service or Technology in a manner
inconsistent with its intended use.
THE FOREGOING STATES Cloudradar’S ENTIRE LIABILITY AND CUSTOMER’S
REMEDIES FOR INTELLECTUAL PROPERTY RIGHTS INFRINGEMENT. IF UNDER A FREE PLAN, CUSTOMER ACKNOWLEDGES THAT
SECTION 10(e) SHALL BE DEEMED DELETED AND OF NO FORCE OR EFFECT.
EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE SERVICE, TECHNOLOGY, SUPPORT AND ALL OTHER ITEMS
CONNECTION THEREWITH ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR
Cloudradar DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE, WITH RESPECT TO ANY
DEFECT, DEFICIENCY, INFRINGEMENT OR NONCOMPLIANCE IN THE SERVICE, TECHNOLOGY, SUPPORT OR ANY OTHER ITEMS
BY, THROUGH OR ON BEHALF OF Cloudradar UNDER THIS AGREEMENT (INCLUDING WITHOUT LIMITATION ANY IMPLIED
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT AND ANY IMPLIED WARRANTY ARISING FROM
PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE).
Limitations of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER PARTY, ITS AFFILIATES,
EMPLOYEES OR ITS VENDORS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL,
EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER
LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICE OR THE SUPPORT; PROVIDED, HOWEVER,
LIMITATIONS SHALL NOT APPLY TO:
DAMAGES ARISING OUT OF A PARTY’S FAILURE TO COMPLY WITH ITS
OBLIGATIONS UNDER SECTION 13;
A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 16(d) OR 16(e) (AS
CUSTOMER’S PAYMENT OBLIGATIONS TO Cloudradar.
UNDER NO CIRCUMSTANCES WILL Cloudradar BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM
TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR CUSTOMER’S ACCOUNT(S) OR THE INFORMATION
THEREIN. Cloudradar ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY
ERRORS, MISTAKES, OR INACCURACIES OF
PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM CUSTOMER’S OR AUTHORIZED
ACCESS TO AND USE OF THE SERVICE OR SUPPORT;
ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM
ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE
ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR
OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.
EXCEPT FOR THEIR RESPECTIVE INDEMNITY
CONFIDENTIALITY OBLIGATIONS HEREUNDER, IN NO EVENT SHALL EITHER PARTY, THEIR AFFILIATES, DIRECTORS,
LICENSORS BE LIABLE TO THE OTHER PARTY OR ANY AUTHORIZED USER FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES,
DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE FEES CUSTOMER PAID TO Cloudradar HEREUNDER.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT,
NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF THE NON-BREACHING PART HAS BEEN ADVISED OF THE
OF SUCH DAMAGE. THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN
Customer may not delegate, assign or transfer this Agreement or any of its rights and obligations under
Agreement and any attempt to do so shall be void.
Cloudradar may send Customer, in electronic form, information about the Service, additional information
information the law requires Cloudradar to provide. Customer acknowledges and agrees that Cloudradar may
notices to Customer by email at the address Customer specified in its Subscription or by access to a website
Cloudradar identifies. Notices emailed to Customer will be deemed given and received when the email is sent.
Customer does not consent to receiving notices electronically, Customer and its Authorized Users must stop
Service. (Please note that these provisions relate to the customer business relationship and are distinct
provide legal notices to cludradar UG (haftungsbeschränkt) by email to firstname.lastname@example.org, with a duplicate copy sent via registered mail,
return receipt requested, to the following address: cloudradar GmbH; Dortustr. 46; 14667 Postdam Germany.
Customer must specify in all such notices that the notice is being given under this Agreement.
In connection with this Agreement, Customer will comply with all applicable import, re-import, export,
and re-export control laws and regulations, including the Export Administration Regulations, the International
Traffic in Arms Regulations, and country-specific economic sanctions programs implemented by the Office of Foreign
Assets Control. For clarity, Customer is solely responsible for compliance related to the manner in which Customer
chooses to use the Service, including the transfer and processing of Customer Data.
The parties expressly understand and agree that their relationship is that of independent contractors.
in this Agreement shall constitute one party as an employee, agent, joint venture partner or servant of
Cloudradar shall have no liability to Customer, Authorized Users or third parties for any failure or
performing any obligation under this Agreement due to circumstances beyond its reasonable control, including
limitation acts of God or nature, fires, floods, strikes, civil disturbances or terrorism or interruptions
communications, satellites, the Internet or any other network that are beyond its reasonable control.
This Agreement will be interpreted, construed and enforced in all respects in accordance with the laws
State of New York, without reference to its choice of law principles.
agreement between the parties and supersedes all proposals, oral or written, and all other communications
the parties relating to the subject matter of this Agreement. In the event any information posted on the
time to time conflicts with any provision of this Agreement, the applicable provision of this Agreement
control. Any terms and conditions of any other instrument issued by Customer in connection with this
are in addition to, inconsistent with or different from the terms and conditions of this Agreement shall be
force or effect. Any affiliate of Customer shall be deemed a third party for purposes of this Agreement.
Agreement may be modified only by a written instrument duly executed by authorized representatives of the
Any waiver by either party of any condition, term or provision of this Agreement shall not be construed as a
of any other condition, term or provision. If any provision of this Agreement is held invalid or
remainder of the Agreement shall continue in full force and effect.