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CloudInvent

Terms of Service

Last Updated: October 14, 2025

WE WILL POST ANY MATERIAL CHANGES TO THESE TERMS OF SERVICE IN A NOTICE OF THE CHANGE AT THE BOTTOM OF OUR WEB PAGE WITH A HYPERLINK THERETO. WE WILL ALSO SEND YOU AN EMAIL DESCRIBING SUCH CHANGES. PLEASE REGULARLY REVIEW THESE TERMS OF SERVICE. NOTWITHSTANDING IF YOU CONTINUE TO USE OUR SERVICES, YOU ARE BOUND BY ANY CHANGES THAT WE MAKE TO THESE TERMS OF SERVICE.

These Terms of Service (“Agreement”, “Terms,” “Terms of Service”) are a legally binding agreement between Customer, including your officers, directors, contractors, consultants, employees and agents (collectively referred to as “Customer,” “you,” “your”) and CloudInvent Inc. (“CloudInvent,” “we,” “us,” “our”). CloudInvent and the Customer are hereinafter sometimes referred to collectively as the “Parties” and individually as a “Party.” Customer acknowledges and agrees that its use of the CloudInvent platform (the “Platform”) through https://www.cloudinvent.app will be governed by this Agreement, our Privacy Policy, and any related terms.

If you are unsure as to the terms of this Agreement, please do not proceed further and contact us at support@cloudinvent.co.

Your use of our Platform shall constitute your acceptance of this Agreement and to all of the terms and conditions stated under this Agreement and our Privacy Policy referenced herein.

PLEASE READ THE TERMS CONTAINED IN THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. PLEASE NOTE THAT THESE TERMS CONTAIN A BINDING AND MANDATORY ARBITRATION PROVISION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS AND LIMITS REMEDIES AVAILABLE TO YOU IN THE EVENT OF CERTAIN DISPUTES.

BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OR BY USING AND NAVIGATING THROUGH OUR PLATFORM, YOU AGREE THAT (A) YOU HAVE READ AND UNDERSTOOD THE AGREEMENT; AND (B) YOU ACCEPT THAT IS LEGALLY BOUND BY ITS TERMS AS WELL AS OUR PRIVACY POLICY REFERENCED HEREIN. INDIVIDUALS ENTERING INTO THIS AGREEMENT ONBEHALF OF THE CUSTOMER ACKNOWLEDGE THAT THEY HAVE THE AUTHORITY TO BIND SUCH CUSTOMER AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THIS AGREEMENT, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE OUR PLATFORM.

Capitalized terms not defined herein shall have the same meaning ascribed to them under our Privacy Policy.

INTRODUCTION TO CLOUDINVENT & OUR PLATFORM

CloudInvent is a software-as-a-service (SaaS) FinOps platform designed to help enterprises optimize cloud expenditures through advanced analytics, actionable insights, and intuitive guidance. The platform is compatible with third-party Cloud Service Providers (“CSPs”), including but not limited to Amazon Web Services (“AWS”), Microsoft Azure, Google Cloud Platform (“GCP”), and Oracle Cloud Infrastructure (“OCI”). CloudInvent provides cost optimization across a broad range of cloud services, extending beyond core infrastructure components such as compute, storage, and databases. Optimization capabilities include serverless architectures, artificial intelligence (“AI”) workloads, analytics processing, content delivery networks (“CDNs”), networking, security and monitoring tools, and messaging services. Key Features Include:

  • TagInvent: An automated tagging and budgeting tool that enhances cost visibility and governance.
  • Inventory Explorer: A user-friendly interface for running analytics on any cloud resource.
  • Anomaly Detection: A monitoring feature that identifies significant changes in cost and utilization to support continuous cloud governance.

The CloudInvent setup is a collaborative process that grants the platform access to your Cost and Utilization files and Application Programming Interface (“APIs”) through your respective CSPs.

DATA COLLECTION, PROCESSING & PRIVACY POLICY

In connection with providing the services through our Platform, CloudInvent may collect, access, and process certain data generated through your use of the Platform, including but not limited to:

(a) Customer CSP service line-item cost data;
(b) Customer CSP service utilization data, such as CPU, memory, storage, and bandwidth metrics; and
(c) Customer user account information, including names, email addresses, and login credentials required to enable authorized access.

Such information is collected and processed solely for the purposes of delivering, maintaining, and improving the Platform, generating cost and utilization recommendations, and providing support and analytics related to your use of the Platform. Any improvements or enhancements made to the Platform using such data and as a result of your feedback by use of the Platform will may be further incorporated into the core Platform, and may be made available for use by other CloudInvent customers.

To the extent any personal information is collected or processed, it shall be handled in accordance with CloudInvent’s Privacy Policy, which forms an integral part of these Terms.

Our Privacy Policy describes how we handle the personal and business information you provide to us when you provide us information on our website www.cloudinvent.co (“Website”) and register on Platform. You understand that through your use of our Website or Platform, you consent to the collection and use (as set forth in the Privacy Policy) of this information, including the transfer of this information to the US, and/or other countries for storage, processing and use by CloudInvent and our affiliates.

CloudInvent collects, stores, and processes personal data in accordance with applicable data protection laws, including the EU GDPR, the UK GDPR, and other relevant privacy regulations. Personal data will be used only for legitimate business purposes and retained for no longer than necessary. Individuals have the right to access, correct, delete, or restrict the processing of their personal data as permitted by applicable law.

CloudInvent may disclose, within a reasonable period of time, personal data to public authorities or law enforcement agencies when required to do so by applicable law, valid legal process, or governmental request. Where legally permissible, CloudInvent will notify the affected Customer or individual before making such disclosure. CloudInvent shall limit such disclosure to the minimum amount of information required by law and shall maintain records of all such disclosures. All such requests are reviewed by CloudInvent’s legal team to ensure they are lawful, properly scoped, and limited to the minimum amount of data necessary to comply with the request.

ELIGIBILITY & ACCESS RESTRICTIONS

To be eligible to register on our Platform, you must meet the following criteria and represent and warrant that you: (a) are not currently restricted from accessing our Platform, or not otherwise prohibited from having an account, (b) are not our competitor, or are not using our Platform for reasons that are in competition with us; (c) will only maintain one registered account at any given time; (d) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; (e) will not violate any of our rights, including intellectual property rights such as patent, copyright, and trademark rights; and (f) agree to provide at your cost all equipment, browser software, and internet access necessary to use our Website or Platform.

SERVICE LICENSE

Subject to your compliance with the terms of this Agreement, we grant you a limited, non-exclusive, revocable, non-transferable, non-licensable, non-sublicensable license to access and use our Platform to access, stream, download, and use our Platform and content made available in or otherwise accessible through our Platform, strictly in accordance with this Agreement.

You will not use, copy, adapt, modify, prepare derivative works based upon our Platform, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit our Website or Platform, except as expressly permitted in this Agreement. When using and accessing our Platform, Customer needs to make sure that the internet connection is adequate. You are solely responsible for your internet connection including and not limited to the applicable charges, rates, tariffs, and other fees that might apply.

YOU AGREE THAT WE ARE NOT LIABLE FOR ANY DAMAGES OR INJURY RESULTING FROM YOUR ACCESS OR USE OF OUR WEBSITE OR PLATFORM. WE PROVIDE NO WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR WARRANTY OF MERCHANTABILITY. THERE IS NO WARRANTY WHICH WILL EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF. ANY DAMAGE ALLEGED FOR A LOSS OR INJURY IS LIMITED TO THE FEE, IF ANY, PAID TO CLOUDINVENT FOR THE ABILITY TO ACCESS OR USE OUR PLATFORM.

ACCESS & SERVICE RESTRICTIONS

You agree that our Platform, including but not limited to the Website, graphics, trademarks, and editorial content, contains proprietary content, information, and material, which are owned by CloudInvent and/or our licensors, including our customers, brands and agencies, and are protected by applicable intellectual property and other laws, including but not limited to copyright. You agree that any modifications, improvements, or enhancements made to the Platform as a result of your feedback shall be the sole property of CloudInvent, may be incorporated into the core Platform, and may be made available for use by other CloudInvent customers. You agree that you will not use such proprietary content, information or materials other than for your permitted use of our Platform or in any manner that is inconsistent with the terms contained in this Agreement.

You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on our Platform, in any manner, and you will not exploit our Platform in any unauthorized way whatsoever, including but not limited to, using our Website or Platform to transmit any computer viruses, worms, Trojan horses or other malware, or by trespassing or burdening network capacity. You further agree not to use our Platform in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that we are not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive, infringing or illegal messages or transmissions that you may receive as a result of using our Website or Platform.

RESERVATION OF RIGHTS

You acknowledge and agree that our Platform is provided for your use. Except to the extent necessary to access and use our Platform, nothing in this Agreement grants any title or ownership interest in or to any copyrights, patents, trademarks, trade secrets or other proprietary rights in or relating to our Platform, whether expressly, by implication, estoppel, or otherwise. CloudInvent and its licensors and service providers reserve and will retain their entire right, title, and interest in and to our Platform, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.

ACCESS RIGHTS

When accessing our Website and subsequently, using our Platform at http://www.cloudinvent.app, you are required to provide us with registration information including personal information. You agree that we have the right to disable your access and use rights, at any time if, in our opinion, you have violated any provision of this Agreement and/or our Privacy Policy.  You agree to cooperate with us if the security of our Platform is compromised by you or another party through the use of our Platform.  We will not be liable for any loss or damage arising from your failure to comply with this Section.

We collect personal and business information (as set forth in our Privacy Policy), which we need, from you when you register to use our Website or Platform. This information is necessary for us to provide our Website or Platform to you and is stored on our servers to enable us to continue to provide our Website or Platform to you. Upon your written request, we will provide you with a list of all of the personal information that we store on you within thirty (30) days of receiving your request. Also, upon your prior written request, we will delete any such information within thirty (30) days of receiving your request. Notwithstanding, please note that, if you ask us to delete all such information, we will not be able to continue to provide our Website or Platform to you. Please send your requests to us at support@cloudinvent.co.

REQUIRED CONDUCT & PROHIBITED CONDUCT

As a condition to access our Platform, you agree to this Agreement and to strictly observe the following:

Required Conduct

  1. Comply with all applicable laws, including, without limitation, tax laws, export control laws and regulatory requirements;
  2. Provide accurate information to CloudInvent and update from time to time as may be necessary;
  3. Review our Privacy Policy; and
  4. Review and comply with notices sent by CloudInvent, if any, concerning our Website or Platform.

Prohibited Conduct

  1. Duplicate, license, sublicense, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, otherwise transfer or commercially exploit our Platform (excluding any user content);
  2. Reverse engineer, decompile, disassemble, decipher, capture screen shots, or otherwise attempt to derive the source code for any underlying intellectual property used to provide our Platform, or any part thereof;
  3. Utilize information, content or any data you view on and/or obtain from our Platform to provide any service that is competitive with us;
  4. Imply or state, directly or indirectly, that you are affiliated with or endorsed by CloudInvent unless you have entered into a written agreement with us;
  5. Adapt, modify, or create derivative works based on our Platform or technology underlying our Website or Platform, or other users’ content, in whole or in part;
  6. Rent, lease, loan, trade, sell/re-sell access to our Platform or any information therein, or the equivalent, in whole or part;
  7. Access, reload, or “refresh” or make any other request to transactional servers that are beyond generally accepted usage of web-based applications;
  8. Use manual or automated software, devices, scripts robots, other means or processes to “scrape”, “crawl” or “spider” any web pages contained in the Platform;
  9. Use automated methods to add contacts or send messages;
  10. Engage in “framing”, “mirroring”, or otherwise simulating the appearance or function of our Website;
  11. Attempt to or actually access our Platform by any means other than through the interface provided by CloudInvent;
  12. Attempt to or actually override any security component included in or underlying our Platform;
  13. Engage in any action that interferes with the proper working of or places an unreasonable load on our infrastructure, including but not limited to unsolicited communications, attempts to gain unauthorized access, or transmission or activation of computer viruses;
  14. Remove any copyright, trademark, or other proprietary rights notices contained in or on our Platform, including those of both CloudInvent or any of our licensors;
  15. Use any information obtained from our Platform to harass, abuse, or harm another user; or
  16. Engage in any action or promote any content that is harmful, offensive, illegal, unlawful, discriminatory, dangerous, profane, or abusive.

CLOUDINVENT COMMUNICATIONS

You understand and agree that you may receive information and push notifications from CloudInvent via email. Customer hereby consents to receive communications via email. We may send promotional messages about us and our products and services related to our Platform to your email. When you send us a query email at support@cloudinvent.co, you are providing us with consent to send emails to you for replying to your queries at your provided email address. By providing your email address, you agree with these Terms of Service and our Privacy Policy.

PAYMENT

CloudInvent offers multiple pricing models for access to and use of the Platform under an annual plan. New clients are entitled to a three-week free trial period. During this trial, a CloudInvent sales representative will collaborate with you to determine preferred pricing terms. Upon agreement, your trial will convert to a one-year or three-year term (“Initial Term”) as defined in the Service Order, during which a fixed subscription fee (as set out in your Service Order) will apply and the terms of the Service Order will apply thereafter. Unless Customer gives CloudInvent a thirty (30) days’ notice prior to the end of the Initial Term as agreed upon in the Service Order of its intent to terminate the Service Order, the Service Order will automatically renew and extend for additional one (1) year period (each, a “Renewal Term” and, with the Initial Term, collectively, the “Term”), unless Customer gives Company a thirty (30) days’ notice prior to the end of the Term of its intent not to extend the Term.

All payments must be made in accordance with the billing details and schedule specified in the Service Order.

The multiple pricing models for access to and use of the Platform are described below and will also be specified in the applicable Service Order executed between you and CloudInvent:

  1. Savings-Based Pricing Model: Under this model, subscription fees are calculated based on the cost savings identified during the trial period. The total cost savings determined at the end of the trial will be amortized over twelve (12) months, and CloudInvent will charge thirty percent (30%) of the total cost savings as the annual subscription fee.
  2. Tiered Pricing Model: CloudInvent also offers a tiered pricing model based on the percentage of your total cloud spend. The applicable tiers and pricing structure will be detailed in the applicable Service Order executed between you and CloudInvent.
  3. Fixed Monthly Fee: As an alternative, CloudInvent may, at its discretion and subject to mutual agreement, offer a fixed monthly subscription fee as specified in the relevant Service Order.

    All fees are non-refundable, unless otherwise required by law, and are due and payable in accordance with the billing schedule set forth in the Service Order and are payable within thirty (30) days of the receipt of the invoice. Late payments may incur interest at the rate of 1.5% per month (or the maximum rate permitted by law, if lower).

    Customer will make all payments through a third-party payment processor. CloudInvent will not collect any financial information. CloudInvent shall not be liable for any financial data collected, stored, or processed by any third-party payment processor, and you acknowledge that such processing will be subject to the payment processor’s own terms and privacy policy.

INDEMNIFICATION

Customer agrees to indemnify, defend, and hold CloudInvent and our directors, contractors, consultants, employees and agents (the “Indemnitees”) harmless from and against any and all costs, liabilities, losses and expenses (including but not limited to reasonable attorneys’ fees) resulting from any claim, suit, action, demand or proceeding brought by any third party against CloudInvent and our Indemnitees arising from any of the following: (i) a breach of this Agreement; (ii) the negligence, fraud, or willful misconduct of Customer or your officers, directors, consultants, employees, agents, successors and assigns; (iii) incorrect information provided by you in your account or elsewhere; or (iv) a failure by Customer or your officers, directors, consultants, employees, agents, successors and assigns to comply with applicable laws and regulations.

You acknowledge and agree that CloudInvent relies on integrations with third-party CSPs, including but not limited to AWS, Azure, GCP, and OCI, based on the API access, credentials, and permissions you provide. Accordingly, you shall indemnify and hold harmless CloudInvent from any claims, damages, or liabilities resulting from or related to (i) your configuration or use of such CSP accounts, (ii) any actions or omissions of the CSPs, or (iii) any unauthorized access, data breach, or error arising from the CSP environment or from the API permissions granted by you.

While CloudInvent provides high-integrity cost and utilization recommendations, you remain solely responsible for evaluating their suitability based on your applications, configurations, and performance requirements. CloudInvent shall not be liable for, and you agree to indemnify and hold CloudInvent harmless from, any outages, performance degradation, data loss, or service interruptions arising from the implementation of CloudInvent’s recommendations, instructions, or custom scripts.

CloudInvent shall promptly notify you of any such claim and will reasonably cooperate in your defense, provided that you reimburse CloudInvent for all reasonable costs and expenses incurred in connection with such cooperation.

REPRESENTATIONS, WARRANTIES & DISCLAIMERS

You represents and warrants that (i) you have the full right, power, and authority to enter into and perform our obligations under this Agreement; (ii) all information you provide to CloudInvent, including account and billing details, is and will remain true, accurate, and complete; (iii) you have the sole authority and full legal right to grant CloudInvent access to your CSP accounts (including but not limited to AWS, Azure, GCP, and OCI) through the applicable APIs, credentials, and permissions you provide;
(d) you have complete administrative access to such CSP accounts and will ensure that all authorizations and configurations comply with applicable laws, regulations, and third-party terms, including those of the relevant CSPs; (iv) you own or have all necessary rights, permissions, and consents to provide CloudInvent with access to any data, content, or API credentials used in connection with the Platform; and
(f) your use of the Platform will not infringe, misappropriate, or otherwise violate any third-party rights, including intellectual property, privacy, or data protection rights.

You further acknowledge and agree that if you revoke, restrict, or otherwise interfere with CloudInvent’s access to your CSP accounts or APIs, CloudInvent does not warrant or guarantee continued availability or performance of the Platform or any related services.

Your access to and use of our Platform or any content are at your own risk. You understand and agree that our Website and Platform are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, WE DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We make no warranty or representation and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security or reliability of our Platform or any content; (ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of our Website or Platform or any content; (iii) the deletion of, or the failure to store or to transmit, any content and other communications maintained by our Platform; and (iv) whether our Platform will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from us or through our Platform, will create any warranty or representation not expressly made herein.

LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, CloudInvent shall not be liable to you or any third party for any indirect, incidental, consequential, special, punitive, or exemplary damages, including, without limitation, loss of profits, data, goodwill, or other intangible losses, arising out of or in connection with this Agreement or your use of, or inability to use, the Platform, whether based on contract, tort (including negligence), strict liability, or otherwise, even if CloudInvent has been advised of the possibility of such damages.

Notwithstanding the foregoing, CloudInvent’s aggregate liability for all claims arising out of or relating to this Agreement, whether in contract, tort, or otherwise, shall not exceed one times (1x) the aggregate amount paid or payable by you for services provided under this agreement in the twelve (12) month period preceding the event giving rise to liability. you acknowledge that the amounts payable hereunder are based in part on these limitations. 

The limitations above do not apply to liability resulting from (i) Gross negligence, willful misconduct, or fraud, or (ii) any breach of confidentiality or data protection obligations.

You acknowledge that the Platform integrates with third-party cloud service providers (“CSPs”), and CloudInvent shall not be liable for any downtime, delay, data loss, inaccuracy, interruption, or other issue resulting from the performance, availability, or actions of any CSP, or from the API access, credentials, or permissions you provide to enable such integrations.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. To the extent such limitations are unenforceable, CloudInvent’s liability shall be limited to the minimum extent required by applicable law

TERMINATION

Termination by Customer

  1. Notice period: You may terminate this Agreement by providing thirty (30) days’ prior written notice to CloudInvent.
  2. For cause: You may terminate this Agreement for cause if CloudInvent materially breaches its obligations under this Agreement and fails to cure such breach within sixty (60) days of receiving written notice from you specifying the breach in reasonable detail. In the event of termination for cause, you will not be liable for any termination charges or fees beyond those incurred up to the effective date of termination.
  3. For convenience: You may terminate this Agreement for convenience anytime after serving the notice period mentioned in Clause 14(a). If you terminate this Agreement for convenience prior to the expiration of the agreed term, you shall be liable to pay CloudInvent a termination fee equal to the remaining subscription fees due for the remainder of the term of this Agreement. Such payment shall be made within thirty (30) days from the effective date of termination.

    Termination by CloudInvent

  1. We reserve the right to suspend or terminate your account or cease providing you with access to all or part of our Platform at any time for any or no reason, including, but not limited to, if we reasonably believe: (i) you have violated this Agreement or our Privacy Policy, (ii) you create risk or possible legal exposure for CloudInvent; or (iii) our provision of our Platform to you is no longer commercially viable. We will make reasonable efforts to notify you of such termination by the email address associated with your account or the next time you attempt to access your account, depending on the circumstances. In all such cases, this Agreement shall terminate, including, without limitation, your license to use our Platform.
  2. Mutual Consent: This Agreement may also be terminated at any time by mutual written consent of both Parties. In such event, the Parties shall cooperate in good faith to agree upon the effective date of termination and any transition activities necessary to ensure an orderly conclusion of the services. In case of mutual termination, there will be no associated termination fees.
  3. Bankruptcy: If you or CloudInvent (i) makes a general assignment for the benefit of creditors, (ii) admits in writing its inability to pay debts as they come due, (iii) voluntarily files a petition or similar document initiating any bankruptcy or reorganization proceeding, or (iv) involuntarily becomes the subject of a petition in bankruptcy or reorganization proceeding and such proceeding will not have been dismissed or stayed within sixty (60) days after such filing.

All sections, which by their nature and context are intended to survive the termination of this Agreement, will survive.

ASSIGNMENT

This Agreement is only for your benefit. You shall have no right to assign this Agreement or any benefits or obligation hereunder to any other party or legal entity. Any attempted assignment shall be void.

ANTI-BRIBERY & EXPORT COMPLIANCE

You agree not to promote, approach, use, distribute, transfer, provide, sub-license, share with, or otherwise offer our Website or Platform in violation of any laws or this Agreement, including, without limitation, the United States Foreign Corrupt Practices Act, the UK Bribery Act and similar anti-corruption statutes in all jurisdictions. Without limiting the foregoing, you will not knowingly directly or indirectly export, re-export, transfer, make available or release (collectively, “Export”) our Website or Platform to any destination, person, entity or end-use prohibited or restricted under the US law without prior US government authorization to the extent required by the applicable export control regulations, including without limitation, to any parties listed on any of the denied parties lists or specially designated nationals lists maintained under the Export Administration Regulations or the Security, and the Foreign Asset Control Regulations (31 CFR 500 et seq.) administered by the US Department of Treasury, Office of Foreign Assets Control without appropriate US government authorization to the extent required by the applicable regulations.

MODIFICATIONS

We will post any changes to these Terms of Service in a notice of the change at the bottom of our web page with a hyperlink thereto. We will also send you an email describing such changes. Please regularly review these terms of service. Notwithstanding if you continue to use our services, you are bound by any changes that we make to these Terms of Service.

RELATIONSHIP OF PARTIES

The Parties hereto are independent contractors, and nothing contained herein shall be interpreted as creating any relationship other than that of independent contracting parties. The Parties shall not be construed as being partners, joint ventures, shareholders, employer/employee, or agent/servant. You have no power or authority to bind CloudInvent to any obligation, agreement, debt or liability. You shall not hold itself out as an agent or representative of CloudInvent.

GOVERNING LAW

This Agreement shall be governed by the law of the State of Delaware, without respect to its conflicts of laws principles. Each of the Parties to this Agreement consents to the exclusive jurisdiction and venue of the state and federal courts located in Contra Costa County, Delaware for any actions not subject to Dispute Resolution and Arbitration provisions as set forth in Section 20.

DISPUTE RESOLUTION & ARBITRATION

By agreeing to these Terms, you and CloudInvent agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, or your use thereof (collectively, “Disputes”) shall be resolved through binding individual arbitration rather than in court, except that either party may (a) bring an individual action in small claims court, or (b) seek injunctive or equitable relief in court for alleged unlawful use of intellectual property.

The seat and place of arbitration shall be in California, United States and the hearing may be held in a specific California location mutually agreed upon by the Parties in writing. The proceedings shall be governed by the Federal Arbitration Act (9 U.S.C. §1 et seq.) and, for substantive matters, the laws of the State of Delaware. The arbitration shall be conducted before one (1) arbitrator, unless the Parties mutually agree in writing to a panel of three (3). Either Party may seek temporary or equitable relief in a court of competent jurisdiction in California to protect intellectual property or confidential information. The arbitration and related proceedings shall be confidential, conducted on an individual basis only. Before commencing arbitration, the Parties agree to attempt to resolve any Dispute in good faith within thirty (30) days after written notice of the Dispute is provided. Any arbitration must be initiated within one (1) year after the cause of action arises, or it shall be permanently barred.

You may opt out of this arbitration provision within thirty (30) days of first accepting these Terms by sending written notice of your intent to opt out to CloudInvent, Attn: Jeff Schulte, support@cloudinvent.co. If you opt out, you will retain your right to bring Disputes in court.

MISCELLANEOUS

This Agreement along with our Privacy Policy constitutes the entire agreement between you and CloudInvent and supersedes any prior agreements between you and CloudInvent with respect to the subject matter herein. Our failure to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, we both nevertheless agree that the court should endeavor to give effect to our intentions as reflected in this provision, and the other provisions of this Agreement to remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of our Website or Platform or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred. A Party’s failure to act with respect to a breach by the other Party does not constitute a waiver of the Party’s right to act with respect to subsequent or similar breaches. All the sections intended to survive the termination of this Agreement shall survive. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Except as explicitly stated otherwise, any notices to CloudInvent shall be given by certified mail, postage prepaid and return receipt requested to CloudInvent, Inc. at 850 New Burton Road, Suite 201, Dover, DE 19904. Any notices to you shall be provided to you through our Website or Platform or given to you via the email address or physical address you provide to CloudInvent during the registration process.