Terms and Conditions for Simple Cloud Computing Solutions

Welcome to click2deploy.com by Simple Cloud Computing Solutions. By accessing our website or using our services (the “Services”), you (the “Customer”) are agreeing to be bound by the following terms and conditions (the “Terms”). If you do not agree with any part of these terms, please do not use our website or services.

1. Introduction

Simple Cloud Computing Solutions provides Continuous Integration and Continuous Delivery (CI/CD) solutions aimed at enhancing software development processes. Our services include but are not limited to software automation, cloud computing services, and related consulting services.

2. Definitions

User: Any “User” account classified as active within the Software, possessing the ability to create and/or edit content. This definition excludes user accounts that have been deactivated and those belonging to external individuals or systems (referred to as “Portal Users”) who are granted only restricted access to the Software via portal functionalities.

App: An “App” is a continuous Integration and Continuous Delivery (CI/CD). This “App” embodies a methodology designed to improve the delivery process of software applications. It encompasses a suite of best practices and automated workflows aimed at enhancing software deployment's efficiency, reliability, and speed. The CI/CD process facilitates a seamless transition from code development to deployment, ensuring automatic testing and deployment of changes. This breakdown highlights the essential components of the CI/CD pipeline.

Simple Cloud Computing Solutions Partner: A Simple Cloud Computing Solutions is a third-party company or individual, chosen by the Customer, and working with the Customer for their Simple Cloud Computing Solutions related services. The Customer can decide at any time to work with a different Simple Cloud Computing Solutions partner, or to work with Simple Cloud Computing Solutions directly (subject to prior notice).

Bug: “Bug” is hereby defined as any malfunction or failure in the Software that leads to a total cessation of operation, displays an error traceback, or results in a security vulnerability. Such failures must not be attributable to incorrect installation or configuration by the user. Furthermore, deviations from the specified performance or operational requirements will also be classified as “Bugs”, at the sole discretion of Simple Cloud Computing Solutions. This includes, but is not limited to, instances where the Software fails to deliver the intended results or performance benchmarks it was designed for, or when a feature specific to a particular country no longer complies with the prevailing legal or accounting standards in that jurisdiction.

Subscription Plan: The Subscription Plan, as outlined in this Agreement, specifies the range of features and hosting solutions to which the subscriber is entitled. This Plan will be detailed in writing and will form an integral part of this Agreement.

3. Use of Services

Usage of our services is strictly governed by applicable legal regulations and the stipulations outlined within these Terms. To utilize certain functionalities of our website or services, account creation may be mandated. As the account holder, you bear sole responsibility for safeguarding the confidentiality of your account credentials, including but not limited to your password, and for implementing measures to restrict unauthorized access to your computing device. It is imperative that you exercise diligence in preventing unauthorized use of your account and promptly inform us of any security breaches or unauthorized use you become aware of.

3.1 Bug Resolution Service

Throughout the term of this Agreement, Simple Cloud Computing Solutions pledges to exert commercially reasonable efforts to rectify any defects or errors in the Software ("Bugs") reported by the Customer via the designated support channels. These channels include the web form or phone numbers available at click2deploy.com/help for direct customers, or the specific avenue provided by any Simple Cloud Computing Solutions Partner for clients engaging through partners.

Upon receipt of a Bug report, Simple Cloud Computing Solutions will initiate the Bug resolution process within five (5) business days, committing to a prompt and efficient effort to address and resolve the reported issue. Once a resolution is achieved, Simple Cloud Computing Solutions shall promptly inform the Customer of the remedy or corrective action taken.

Both parties recognize and agree that, in accordance with the Software’s licensing terms and the Limitations of Liability clause detailed within this Agreement, Simple Cloud Computing Solutions is not liable for any direct, indirect, incidental, or consequential damages arising from Bugs in the Software.

Simple Cloud Computing Solutions shall promptly implement security measures to address any security vulnerabilities identified in a version of the Software operating on the Cloud Platform. These measures will be applied automatically to all systems within our jurisdiction as soon as an appropriate solution is developed, thereby eliminating the need for any intervention or manual actions on the part of the Customer.

3.2 Upgrade Service for the Software

Under the terms of this Agreement, the Customer is entitled to request upgrades for the Software via the designated channel (ordinarily through the Simple Cloud Computing Solutions upgrade service website). Such requests facilitate the transformation of the Customer’s database from its current version to an updated version of the Software (hereinafter referred to as the “Target Version”).

For users of the Cloud Platform, upgrade requests should be initiated directly through the Cloud Platform's control panel.

The scope of the Upgrade Service encompasses the technical process required to modify and adjust the Customer’s database to ensure compatibility with the Target Version. This includes rectifying any bugs exclusively attributable to the upgrade process that are not characteristic of the Target Version, as well as updating the source code and data to align with the Target Version.

The Customer bears the responsibility for conducting thorough tests on the upgraded database to identify any bugs, assess the implications of modifications and new functionalities introduced in the Target Version, and to modify and tailor any third-party software extensions previously integrated with the database to the Target Version. The Customer is permitted to make multiple requests for upgrading a single database to achieve a satisfactory outcome.

3.3 Support Services

Throughout the term of this Agreement, the Customer is entitled to submit an unlimited number of support tickets at no additional cost. These tickets are strictly for inquiries concerning software defects (as detailed in Section 3.1 Bug Resolution Service) or for assistance regarding the utilization of the Software's standard functionalities.

For inquiries beyond the scope of standard support, including but not limited to development queries or software customizations, customers may opt to acquire a specialized service agreement tailored to these needs. In instances where there is ambiguity regarding the eligibility of a support request under the terms of this Agreement, the determination shall be made at the sole discretion of Simple Cloud Computing Solutions, ensuring a fair and reasonable assessment aligned with the intent of providing comprehensive support services.

4. Prices and Service Modifications

4.1 Charges

The pricing structure for the Simple Cloud Computing Solutions subscription, along with any associated Services, is determined by the number of authorized users (hereafter referred to as "Users") and the selected Subscription Plan by the Customer. These charges will be clearly defined in writing upon finalization of this Agreement.

Should there be an increase in the number of Users, or should the Customer adopt features necessitating an upgrade to a higher-tier Subscription Plan than initially agreed upon at the commencement of this Agreement, the Customer shall incur additional charges. These charges will correspond to the prevailing standard list prices for the added Users or for the upgrade to the necessary Subscription Plan at the time such changes are made. The additional fees will be applied for the duration of the current term of the Agreement.

The Customer acknowledges and agrees to this adjustment in charges and commits to remit payment for any such additional fees in accordance with the terms and payment conditions stipulated in this Agreement.

Simple Cloud Computing Solutions reserves the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third-party for any modification, price change, suspension, or discontinuance of the Service.

4.2 Renewal Charges

This Agreement shall commence on the Effective Date, as defined herein, and shall remain in force for an initial term of (confirm, one year) (the "Initial Term"). Upon the expiration of the Initial Term, this Agreement shall automatically renew for successive terms of equal length to the Initial Term (each, a "Renewal Term"), unless either Party notifies the other Party in writing of its intention not to renew the Agreement at least thirty (30) days prior to the end of the then-current Term. Such notice of non-renewal must be delivered in accordance with the notice provisions set forth in this Agreement, and must specify the effective date of termination, which shall not be earlier than the last day of the then-current Term. For the avoidance of doubt, the term "Term" as used herein shall include both the Initial Term and any Renewal Terms. The charges of the service will be adjusted according to current prices.

4.3 Taxes

All fees and charges outlined in this Agreement are presented excluding any and all applicable taxes, whether they be federal, provincial, state, local, or any other form of governmental levies, fees, or charges (hereinafter referred to collectively as “Taxes”). It is the sole responsibility of the Customer to remit all Taxes arising from transactions executed under the auspices of this Agreement. This excludes only those instances where Simple Cloud Computing Solutions is mandated by law to directly pay or collect such Taxes on behalf of the Customer. In such cases, Simple Cloud Computing Solutions will perform this duty, provided that the Customer will reimburse Simple Cloud Computing Solutions for any Taxes paid or collected on their behalf, unless otherwise exempted by law.

5. Customer Obligations Revision

By entering into this Agreement, the Customer commits to:

• Fulfil all financial obligations to Simple Cloud Computing Solutions by remitting payment for the Services as agreed, adhering to the payment terms established at the time of contract execution.
• Promptly inform Simple Cloud Computing Solutions upon recognizing that the actual number of Users surpasses the figure agreed upon at the Agreement's inception. Subsequently, the Customer shall settle any additional charges stipulated under Section 4.1, "Charges," to accommodate the increased usage.
• Implement necessary safeguards to ensure the Software's integrity check feature, responsible for validating the usage rights of Simple Cloud Computing Solutions, operates without tampering or alteration, as detailed in Section 3, "Use of Services".
• Designate a single point of contact within the Customer's organization to liaise with Simple Cloud Computing Solutions throughout the Agreement's term. This role is crucial for maintaining clear and consistent communication.
• Provide a written notification to Simple Cloud Computing Solutions at least 30 days in advance should there be an intention to change the principal contact person. This notice is also required if the Customer plans to transition their business dealings to another Partner or intends to engage directly with Simple Cloud Computing Solutions.

These responsibilities are designed to foster a transparent, efficient, and mutually beneficial relationship between the Customer and Simple Cloud Computing Solutions.

Users shall undertake all necessary and prudent precautions to ensure the security of their user accounts. This includes, but is not limited to, selecting robust passwords that meet or exceed the Simple Cloud Computing Solutions in its web site https://click2deploy.com password complexity requirements, such as a minimum length of 10 characters, and the inclusion of upper- and lower-case letters, numbers, and special characters. Users must strictly refrain from disclosing their passwords to any third parties, under any circumstances.

Furthermore, users are obligated to utilize the Hosting Services provided by Simple Cloud Computing Solutions and https://click2deploy.com responsibly and within the bounds of legality. This explicitly prohibits any form of illegal or malicious activities, including but not limited to, unauthorized access to or interference with data, systems, or networks; the dissemination of viruses or harmful programs; and the engagement in activities that disrupt the services or infringe upon the rights of other users or third parties. Simple Cloud Computing Solutions and https://click2deploy.com serves the right to suspend or terminate services to any user found in violation of these terms without notice.

Simple Cloud Computing Solutions and https://click2deploy.com commits to providing a secure and reliable hosting environment. Users are encouraged to report any security vulnerabilities or abusive behaviour encountered while using the Hosting Services to Simple Cloud Computing Solutions and https://click2deploy.com support team immediately, to allow for timely intervention and resolution.

6.1 Publicity Permissions

Unless otherwise directed via written communication, both parties hereby extend to each other a non-transferable, non-exclusive, royalty-free, worldwide license. This license authorizes the reproduction and public display of the other party's name, logos, and trademarks. The sole purpose of this permission is to allow each party to reference the other as a client or provider in various promotional materials. These materials may include, but are not limited to, digital platforms, press announcements, and additional marketing collateral. This clause ensures mutual promotion and brand visibility enhancement, fostering a supportive business relationship between the parties.

6.2 Confidentiality

Definition of “Confidential Information”: Confidential Information encompasses all data and knowledge communicated or imparted from one party (hereinafter referred to as the “Disclosing Party”) to the other party (hereinafter referred to as the “Receiving Party”), irrespective of the mode of communication, that is explicitly marked as confidential or that, based on the nature of the information and the context of its disclosure, is reasonably expected to be treated as confidential. This includes, but is not limited to, information pertaining to the Disclosing Party's business operations, strategic plans, product specifications, technological innovations, proprietary processes, industry expertise, employee details, customer profiles, and supplier networks.

Protection of Confidential Information: Throughout the duration of this Agreement and beyond, the Receiving Party commits to safeguarding the Confidential Information with a level of diligence comparable to that which it employs for its own confidential materials of a similar nature, ensuring at the very least a standard of reasonable care.

Legal Disclosure Obligations: Should the Receiving Party be legally mandated to disclose any of the Disclosing Party’s Confidential Information, it is obliged to provide the Disclosing Party with prompt prior notification of such a disclosure requirement, to the maximum extent that the law permits, thereby allowing the Disclosing Party an opportunity to contest the disclosure or seek an appropriate protective order. Furthermore, the Receiving Party agrees to furnish only that portion of the Confidential Information which is legally required to be disclosed and to exert all reasonable efforts to obtain assurance that confidential treatment will be accorded to the disclosed Confidential Information.

6.3 Personal Data

The parties acknowledge that the Customer’s database may contain Personal Data, for which the Customer is the Controller. This data will be processed by Simple Cloud Computing Solutions when the Customer instructs so, by using any of the Services that require a database or if the Customer transfers their database or a part of their database to Simple Cloud Computing Solutions for any reason pertaining to this Agreement.

This processing will be performed in conformance with Data Protection Legislation. Simple Cloud Computing Solutions commits to:

• only process the Personal Data when and as instructed by the Customer, and for the purpose of performing one of the Services under this Agreement, unless required by law to do so, in which case Simple Cloud Computing Solutions will provide prior notice to the Customer, unless the law forbids it ;
• ensure that all persons within Simple Cloud Computing Solutions authorised to process the Personal Data have committed themselves to confidentiality ;
• implement and maintain appropriate technical and organizational measures to protect the Personal Data against unauthorized or unlawful processing and against accidental loss, destruction, damage, theft, alteration or disclosure ;
• forward promptly to the Customer any Data Protection request that was submitted to Simple Cloud Computing Solutions with regard to the Customer’s database ;
• notify the Customer promptly upon becoming aware of and confirming any accidental, unauthorized, or unlawful processing of, disclosure of, or access to the Personal Data ;
• notify the Customer if the processing instructions infringe applicable Data Protection Legislation, in the opinion of Simple Cloud Computing Solutions.
• make available to the Customer all information necessary to demonstrate compliance with the Data Protection Legislation, allow for and contribute reasonably to audits, including inspections, conducted, or mandated by the Customer.
• permanently delete all copies of the Customer’s database in possession of Simple Cloud Computing Solutions, or return such data, at the Customer’s choice, upon termination of this Agreement, subject to the delays specified in Simple Cloud Computing Solutions’s Privacy Policy.

Regarding points (d) to (f), the Customer agrees to provide Simple Cloud Computing Solutions with accurate contact information at all times, as necessary to notify the Customer’s Data Protection responsible.

6.4 Termination Clause Improvement

Should either Party fail to meet its contractual obligations set forth in this Agreement, and if such failure is not rectified within thirty (30) calendar days following receipt of written notification of this breach, the Party not at fault reserves the right to terminate this Agreement forthwith.

Additionally, in circumstances where the Customer does not fulfil their financial obligations by failing to pay the fees due for Services as outlined in the issued invoice within a twenty-one (21) day period from the stipulated due date, and only after a minimum of three (3) written reminders have been provided Simple Cloud Computing Solutions retains the authority to terminate this Agreement with immediate effect.

To ensure clarity and maintain fairness, Simple Cloud Computing Solutions commits to providing these reminders at regular intervals, with the final reminder explicitly stating the potential for immediate termination of Services and dissolution of the Agreement should the outstanding payment not be received within the specified timeframe.

7. Warranties, Disclaimers, Liability

7.1 Warranties

Throughout the term of this Agreement, Simple Cloud Computing Solutions (hereinafter referred to as "SCCS") commits to deploying commercially reasonable efforts to provide the Services in alignment with the highest industry standards applicable to such services, subject to the following conditions:

• Customer System Requirements: The Customer guarantees that their computing systems are maintained in optimal operational condition. In instances of Self-Hosting, the Customer further ensures that the Software is installed and operational in an environment that meets the specifications recommended by SCCS.
• Information and Access for Troubleshooting: The Customer agrees to supply comprehensive troubleshooting information as requested by SCCS. For Self-Hosting scenarios, the Customer will also provide SCCS with necessary access permissions to the Customer's systems for the purpose of identifying, replicating, and resolving any issues that arise.
• Financial Obligations: The Customer must fulfil all financial obligations to SCCS in a timely manner, as agreed upon in the Service Agreement or any other financial documents forming part of this Agreement.

Remedies for Breach of Warranty: Should SCCS fail to adhere to the warranty set forth herein, the Customer is entitled to the following exclusive remedy: SCCS shall, at no additional cost to the Customer, take reasonable corrective actions to recommence the provision of the Services in accordance with the agreed-upon standards. This remedy is contingent upon the Customer’s compliance with the conditions listed above and does not extend to issues caused by factors outside SCCS's reasonable control, including but not limited to natural disasters, governmental actions, or the Customer’s failure to follow SCCS’s recommendations for system maintenance and security.

7.2 Disclaimers and Limitations of Warranty

This Agreement sets forth the full extent of obligations and responsibilities regarding the provision of services. To the fullest extent permissible under applicable law, neither party offers any warranties beyond those explicitly stated herein. Specifically, both parties expressly disclaim all implied warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.

Simple Cloud Computing Solutions explicitly does not represent or warrant that its Software or services will meet all user's requirements, operate without interruption, achieve any intended result, be compatible or work with any other software, system, or service, or be secure, accurate, complete, free of harmful code, or error-free. Further, Simple Cloud Computing Solutions makes no warranty regarding the Software's compliance with local, national, or international laws or regulations. Users are solely responsible for ensuring that their use of the Software is in accordance with all applicable legal and regulatory requirements.

7.3 Limitation of Liability

Notwithstanding any provisions to the contrary herein, Simple Cloud Computing Solutions expressly disclaims all liability for any loss or damage that may be suffered by you, whether directly or indirectly, as a result of your access to, use of, or reliance on any information, content, materials, products, or services provided through our website. This limitation of liability extends to, but is not limited to, any direct, indirect, incidental, punitive, special, or consequential damages, including but not limited to loss of profits, data, use, goodwill, or other intangible losses, resulting from:

• your access to or use of or inability to access or use the website;
• any conduct or content of any third party on the website;
• any content obtained from the website; and
• unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence), or any other legal theory, and whether Simple Cloud Computing Solutions has been informed of the possibility of such damage.

Notwithstanding the foregoing, if Simple Cloud Computing Solutions is found to be liable, our liability to you or to any third party is limited to the greater of (a) the total fees you paid to us in the twelve (12) months prior to the action giving rise to the liability, or (b) $120 USD.

The limitations of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction. Certain jurisdictions do not allow the limitation of liability for incidental or consequential damages, so some of the above limitations may not apply to you. In such cases, Simple Cloud Computing Solutions liability will be limited to the greatest extent permitted by law.

This limitation of liability constitutes a fundamental basis of the agreement between you and Simple Cloud Computing Solutions. Simple Cloud Computing Solutions would not be able to provide its services without such limitations. This clause shall survive any termination or expiration of this agreement or your use of Simple Cloud Computing Solutions website or services.

7.4 Force Majeure

Both parties acknowledge that unforeseen events beyond their reasonable control may prevent or delay the fulfilment of their obligations under this Agreement. In such cases, neither party will be held liable for any delays or failures in performance resulting directly from circumstances of Force Majeure. These circumstances include, but are not limited to, acts of government or regulatory authorities, natural disasters (such as floods, earthquakes, and hurricanes), fires, wars, armed conflicts, terrorist actions, strikes or labour disputes, public health emergencies (including pandemics and epidemics), embargoes, significant disruptions in supply chains, requisitioning or commandeering of facilities or materials by government authorities, or any other events or conditions that are beyond the party's reasonable control and that could not have been anticipated or mitigated through reasonable diligence.

Upon occurrence of any Force Majeure event, the affected party must promptly notify the other party, detailing the nature of the event, its anticipated duration, and any impact on its ability to perform under this Agreement. Both parties agree to take reasonable steps to mitigate the effects of the Force Majeure event and to resume performance of their obligations as soon as possible once the event has been resolved or has ceased to exist. The rights and obligations under this Agreement shall be suspended for the duration of the Force Majeure event, and any deadlines or timetables for performance shall be extended accordingly.

Should the Force Majeure event extend beyond ninety (90) calendar days, either party may, upon providing written notice to the other party, terminate this Agreement without penalty or liability for such termination.

8. Governing Law and Jurisdiction

This Agreement, including the Terms and Conditions herein, shall be exclusively governed by and interpreted in accordance with the laws of the State of Florida, United States of America. This governance shall apply without regard to the jurisdiction's conflict of law principles that could cause the application of the laws of any other jurisdiction. Parties agree that any legal action or proceeding arising out of or related to this Agreement shall be brought exclusively in the federal or state courts located in Stuart, Florida, and the parties expressly consent to the exclusive jurisdiction and venue in these courts.

9. Contact Us

If you have any questions about these Terms and Conditions, please contact us at admin@click2deploy.com.