Terms of Service (9/1/2025)
These Terms of Service, together with any applicable Service Descriptions and Orders and other terms and attachments referencing these Terms of Service (collectively, the “Agreement”) form a binding agreement between you (“you” or “your”) and 1A Data Centers, or on behalf of one or more of its brands, identified at https://1adatacenters.com/ (“we” or “us”). The purpose of this Agreement is to provide a framework governing your use of our products and services (the “Services”).
YOU SHOULD CAREFULLY READ THIS AGREEMENT. YOUR ACCESS TO AND USE OF THIS SERVICES ARE GOVERNED BY THIS AGREEMENT. BY USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND ALL OTHER APPLICABLE TERMS AND CONDITIONS. IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES.
1. AGREEMENT, ORDERS AND SERVICES
This Agreement contains general terms for all Services you order from us pursuant to one or more orders (each, an “Order”). Additional terms and conditions that apply to each type of Service may be set forth in the Order as well as separate service descriptions (each a “Service Description”), which will be published on our website or otherwise made available to you. In the event of any conflict between this Agreement and the terms of any Service Description or Order, precedence will be given in the following order: (a) the Order; (b) the Service Description; and (c) this Agreement.
We will provide technical support services for the Services (“Support”) via phone, email and live chat based on the level of Support you purchase and as further detailed in your account or as made available on our website. Support is only available to the customer named in the Order; we have no obligation to provide Support to any other party. Support does not include assistance with Third Party Products (as defined in Section).
We will provision the Services to operate within the technical standards of performance or service levels, if any, set forth in the applicable Service Description, Service Level Agreement (as defined in Section 10), or Order. Your sole and exclusive remedy for any failure to meet the applicable technical standards of performance or service levels shall be as specified in the applicable Service Description, Service Level Agreement, or Order.
We and our licensors are the owner of the Services and related documentation and retain all title and proprietary rights thereto. You neither own nor will you acquire any claim or right of ownership to any Services or associated documentation. We grant you a limited, nonexclusive, nontransferable right to access and use the Services and related documentation in accordance with this Agreement. If you are under 18, it may use the Services only with the involvement of a parent or guardian. You may not use any Services or materials after the expiration or termination of your Order for the Services. You shall not remove, modify or obscure any copyright, trademark or other proprietary rights notices that appear on any materials made available by us. We reserve the right to refuse to provide you with our Services in our sole discretion and without notice.
All plug-ins and add-ons provided as part of the Services, unless otherwise stated, are licensed under the GNU General Public License (http://www.gnu.org/licenses/gpl.html) version 2.0 or later.
2. AMENDMENT TO TERMS
We may from time to time make changes to the terms of this Agreement, including the Service Descriptions and Support details, and will notify you of such changes by posting them on our website or otherwise communicating them to you. You shall periodically check our website for such changes. Your continued use of our Services or Support after such changes have been communicated constitutes your agreement to the updated terms.
3. FEES, PAYMENT TERMS AND REFUNDS
You are responsible for all fees for the Services in the amounts set forth on the applicable Order/invoice, which may be posted to your account (“Fees”). We may increase Fees upon thirty (30) days’ notice as follows: (a) for Services provided on a month-to-month term, we may increase Fees effective the first day of the next month following the notice period; and (b) for Services provided over a term greater than one month, we may increase fees for the Services as of the first day of the next Renewal Term (as defined in Section 8).
Unless we approve of another payment method in writing, we will charge your credit card monthly, in most cases without invoice. If another method of payment has been approved, we will provide you an invoice via electronic mail no later than two (2) days after the invoice date to the email address(es) designated in your Order. You must provide us at least thirty (30) days’ advance written notice of any changes to your billing email address(es). Billing commences on the first day the Services are made available to you. Recurring Fees will be charged/invoiced monthly. Non-recurring Fees will be included on the invoice for the applicable installation or Service changes. You waive the right to dispute any charges not disputed within thirty (30) days’ of a charge or invoice date.
If any amount is not paid when due, we may impose a late charge in an amount equal to one and one-half percent (1 ½%) (or the maximum legal rate, if less) of the unpaid balance per month. You will reimburse us for all expenses we incur, including reasonable attorney fees, in collecting any amounts past due under this Agreement. We may also suspend Services if you fail to pay any Fees when due. If payment is Page 2 of 7 returned for insufficient funds or bank charges, you shall reimburse us for all associated processing charges as well late charges to the extent applicable. Delivery of the Services is subject to the continuing approval of your creditworthiness. You shall furnish financial information as we may reasonably request to determine your creditworthiness.
You are responsible for the payment of all governmental assessments, surcharges, and fees pertaining to its use of the Services (other than taxes on our net income). We will not invoice you for any taxes if you provide us with valid certificate(s) of exemption. If you fail to provide or maintain the required tax exemption certificate(s), you shall indemnify, defend and hold us harmless from any damages or liability we incur, and we may back-bill you for all applicable taxes.
Except as otherwise provided herein, all Services are non-cancellable and all Fees are non-refundable, and you are not entitled to any refund for any Services purchased hereunder.
4. YOUR RESPONSIBILITIES AND USE RESTRICTIONS
You assume total responsibility for your and your user’s use of the Services, and you are responsible for all acts and omissions of your users in connection with receipt or use of the Services. You and your users must at all times abide by our Acceptable Use Policy, available at https://1adatacenters.com/policies/acceptable-use-policy.html. You agree to compensate, hold harmless, and defend us from any claims, damages, losses, liabilities, costs, and expenses, including attorneys’ fees, resulting from your use or misuse of the Services.
You and your users must use the Services in compliance with all applicable laws, rules and regulations, including but not limited to all data protection and privacy laws, as well as laws relating to unsolicited commercial electronic messages. You must obtain and maintain all applicable licenses, permits and approvals for the use of the Services required by any governmental agency, foreign or domestic, having jurisdiction over the transaction.
Except to the extent included with the Services, you are responsible for the installation, operation, and maintenance of all hardware, software, equipment and services, including internet access, necessary to access and use the Services (“Third Party Products”), and for ensuring the same is up to date. We are not responsible for the transmission or reception of information by such Third Party Products. If any Third Party Products impairs your use of the Services, you are still responsible for payment of Fees. If we notify you that a Third Party Product is causing or is likely to cause an issue with the Services, you must eliminate the issue or use a different Third Party Product, and we may suspend our provision of Services until the issue is corrected. Upon your request, we may assist you with resolving technical difficulties caused by the Third Party Products at our current rates. If any changes in Service cause Third Party Productsto become obsolete, require modification or alteration, or otherwise affect performance of such Third Party Products, you, not us, are responsible for modifying, altering or replacing the affected Third Party Products.
The Services are not intended to be used for or in connection with life support, life sustaining, nuclear or other applications in which failure of such Services could reasonably be expected to result in personal injury, loss of life or catastrophic property damage. You represent and warrant that you will not use the Services in such applications, and you agree that we are not liable, in whole or in part, for any claim or damage arising from your use of Services in such applications.
Except for hosting Services provided by our data center in Amsterdam, NL, the Services are hosted in the United States, and we make no representation that the Services are appropriate or available for use outside the United States. Accessing or otherwise using the Services from territories where the Services are illegal is prohibited. If you use the Services outside of the United States, you do so according to your own initiative and are responsible for compliance with local laws, including laws regarding the transmission of technical data exported from the U.S. or the territory in which you reside.
5. WARRANTIES AND DISCLAIMERS
Each party represents, warrants and covenants that: (a) if it is an organization, it is duly formed, validly existing and in good standing under the laws of the state in which it is formed, and in any jurisdiction where the failure to perform in good standing would have a material adverse effect on its business or its ability to perform its obligations hereunder; (b) it has all necessary power and authority to enter into this Agreement and each Order and to perform its obligations hereunder, and the execution of this Agreement and each Order and consummation of the transactions contemplated thereby have been duly authorized by all necessary actions on its part; (c) this Agreement constitutes a legal, valid and binding obligation of such party, enforceable against it in accordance with its terms; and (d) it shall comply with all laws in connection with this Agreement.
We have no responsibility for the security, loss, intrusion or unauthorized access of stored data or any loss or damage caused by your acts, omissions or failure to comply with the terms of this Agreement. ALL PRODUCTS AND SERVICES PROVIDED OR OTHERWISE MADE AVAILABLE BY US ARE PROVIDED ON AN “AS-IS” BASIS, AND WE MAKE NO WARRANTY, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AS TO ANY SERVICE PROVIDED HEREUNDER OR DESCRIBED HEREIN, OR AS TO ANY OTHER MATTER, ALL OF WHICH WARRANTIES ARE HEREBY EXCLUDED AND DISCLAIMED.
6. IDEMNIFICATION
We shall indemnify, defend, and hold you harmless from and against any and all demands, causes of action, losses, damages, fines, penalties, and claims, and all related costs and expenses (including reasonable attorneys’ fees) (collectively referred to as “Losses”) arising any third party claim that your use of the Services not in violation of this Agreement infringes or misappropriates any valid U.S. patent, Page 3 of 7 copyright, or trade secret of such third party. In addition to our indemnification obligations herein, in the event of a claim or threatened claim under this Section by a third party, we may, at our sole option, (a) revise the Services so that they are no longer infringing, (b) obtain the right for you to continue using the Services, or (c), in the event neither of the foregoing are reasonable, terminate this Agreement and refund to you a pro-rata amount of any pre-paid Services not yet received as of the date of such termination. THIS SECTION REPRESENTS OUR SOLE AND EXCLUSIVE LIABILITY AND YOUR EXCLUSIVE REMEDY RELATED TO ANY INFRINGEMENT OR MISAPPROPRIATION CLAIMS OF A THIRD PARTY.
You shall indemnify, defend and hold us and our officers, directors, agents and employees harmless from and against any and all Losses arising out of or in any manner relating to: (a) your violation of this Agreement or any law; (b) any claim for withholding or other taxes that might arise or be imposed due to this Agreement or the performance hereof; (c) your negligence or willful acts or omissions; (d) claims by a third party arising out of or related to your use or misuse of any Service; or (e) claims relating to any information you provide or otherwise make available in connection with the Services (“Content”).
7. LIMITATIONS OF LIABILITY
NEITHER PARTY NOR ANY OF ITS AFFILIATES, EMPLOYEES, CONTRACTORS, OR SUPPLIERS, SHALL BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, LOST PROFITS, LOST REVENUES, AND LOSS OF BUSINESS OPPORTUNITY THAT THE OTHER PARTY MAY INCUR OR EXPERIENCE IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES, HOWEVER CAUSED AND UNDER WHATEVER THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, STRICT LIABILITY AND NEGLIGENCE), EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES RELATED TO ANY THIRD PARTY PRODUCT OR SERVICE. WE SHALL NOT BE LIABLE TO YOU FOR ANY CLAIMS OR DAMAGES RESULTING FROM OR CAUSED BY (A) YOUR FAULT, NEGLIGENCE OR BREACH OF THIS AGREEMENT; (B) CLAIMS AGAINST YOU BY ANY OTHER PARTY; (C) ANY ACT OR OMISSION OF ANY OTHER PARTY; (D) EQUIPMENT OR SERVICES FURNISHED BY A THIRD PARTY; OR (E) YOUR CONTENT. THE SERVICES ARE PROVIDED OVER VARIOUS FACILITIES AND COMMUNICATIONS LINES, AND INFORMATION SHALL BE SENT OVER LOCAL EXCHANGE CARRIER AND INTERNET BACKBONE CARRIER LINES AND THROUGH ROUTERS, SWITCHES, AND OTHER DEVICES (COLLECTIVELY, “CARRIER LINES”) OWNED, MAINTAINED, AND SERVICED BY THIRD PARTIES BEYOND OUR CONTROL. WE ASSUME NO LIABILITY AND DO NOT MAKE ANY WARRANTIES RELATING TO THE INTEGRITY, PRIVACY, SECURITY, CONFIDENTIALITY, OR USE OF ANY INFORMATION WHILE IT IS SENT OVER THOSE CARRIER LINES. USE OF THE CARRIER LINES IS SOLELY AT YOUR RISK AND IS SUBJECT TO ALL APPLICABLE LAWS. WE ARE NOT RESPONSIBLE FOR ANY INFORMATION TRANSMITTED OR RECEIVED THROUGH THE SERVICES. YOU ARE SOLELY RESPONSIBLE FOR YOUR ACTIONS WHEN USING THE SERVICES, INCLUDING, BUT NOT LIMITED TO, COSTS INCURRED FOR INTERNET ACCESS. IN ANY EVENT, OUR LIABILITY TO YOU AND YOUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSOR AND ASSIGNS ARISING UNDER OR RELATED TO THIS AGREEMENT AND THE SERVICES PROVIDED HEREUNDER SHALL BE LIMITED IN ALL CASES TO DIRECT DAMAGES THAT SHALL NOT EXCEED THE AMOUNT OF FEES PAID BY YOU UNDER THE APPLICABLE ORDER FOR THE SERVICES DURING THE ONE (1) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR DAMAGES.
Neither party may bring any action, regardless of form, arising out of or relating to an Order or this Agreement more than three (3) months from the date on which the cause of action arose.
8. TERM AND TERMINATION; AUTOMATIC CHARGES; SUSPENSION
This Agreement shall continue until the last Order expires or is terminated, unless terminated sooner as provided below. Each individual Service term commences upon the date of the Order and shall continue for the period of time specified on its Order (the “Initial Term”), unless sooner terminated as set forth below. Thereafter, the Order will automatically renew, and your credit card or other selected payment method will be automatically charged, for the period specified in the Order, or, if no such term is specified, on a month-to-month basis at the then-current monthly rates (the “Renewal Term” and together with the Initial Term, the “Service Term”) unless either party provides the other party with written notice of its intention not to renew at least thirty (30) days before expiration of the current Term.
Either party may terminate this Agreement and/or any Order upon written notice to the other party: (a)if the other party defaults in the performance of any of its material obligations under this Agreement and such default continues for a period of thirty (30) days after receipt of written notice specifying the nature of the breach, or a period of ten (10) days in the case of nonpayment of Fees; or (b) if the other party ceases conducting business in the normal course, admits its insolvency, makes an assignment for the benefit of creditors, or becomes the subject of any judicial or administrative proceedings in bankruptcy, receivership or reorganization (individually or collectively “Bankruptcy Proceedings”). For the avoidance of doubt, such Bankruptcy Proceedings shall not be subject to a cure period described above.
You have the right to terminate any Order at any time for convenience by providing us thirty (30) days’ written notice and paying us the early termination charges specified below. Termination shall be effective, and the affected Services will be discontinued, within thirty (30) days after we receive your termination notice.
If the Federal Communications Commission, a state public utilities or service commission or a court of competent jurisdiction, issues a rule, regulation, law or order which has the effect of canceling, changing or superseding any material term or provision of this Agreement (collectively, “Regulatory Requirement”), then this Agreement shall be deemed modified in such a way as the parties mutually agree is consistent with the form, intent or purpose of this Agreement and is necessary to comply with such Regulatory Requirement. Should the parties be unable to agree on modifications necessary to comply with a Regulatory Requirement within thirty (30) days after the Regulatory Page 4 of 7 Requirement is effective, then upon written notice, either party may, to the extent practicable, terminate that portion of this Agreement impacted by the Regulatory Requirement, or if the entire Agreement is impacted, either party may terminate the Agreement with no further obligation or liability hereunder, and you shall not be liable for an early termination charge hereunder.
If the Services are cancelled or terminated prior to the expiration of the Service Term for any reason other than by you in accordance with the terms of the Order, then you shall pay us an early termination charge equal to: (a) for flat-rated Services: one hundred percent (100%) of the monthly recurring charges for the Services multiplied by the number of months remaining in the Service Term; (b) for prepaid Services: one hundred percent (100%) of the prepaid amount; (c) any non-recurring fees you incur from other suppliers in connection with cancellation of the Services; and (d) any outstanding invoices you still owe. Such payment shall be due within sixty (60) days of termination.
If you fail to cure any default within the cure period specified above, we may, in our sole discretion, do any or all of the following: (a) cease accepting or processing Orders and/or suspend Services; (b) cease all electronically and manually-generated information and reports; (c) draw on any letter of credit, security deposit or other assurance of payment and enforce any security interest you provided; and (d) pursue such other legal or equitable remedy or relief as may be available to us. Your nonpayment or other default resulting in the termination of the Agreement and/or applicable Order, shall entitle us to collect from you the applicable early termination charges as described below, in addition to pursuing any other available remedy. Additionally, we may suspend some or all of the Services without liability to you if: (i) we determine that the Services are being used, have been used, or will, with commercially reasonable certainty, be used in breach of this Agreement; (ii) you fail to cooperate with an investigation of any suspected breach of this Agreement; (iii) we reasonably believe that the Services have been accessed or utilized in any way by a third party without your consent; or (iv) suspension of Services is reasonably necessary to protect us or our products and services. We will use commercially reasonable efforts to provide you advance notice of a suspension and a chance to cure the violation on which the suspension is based, unless we determine, in our reasonable judgment, that an immediate suspension is necessary to protect our network and our customers from an imminent, significant operational, network integrity or security risk. Suspensions based on your breach of this Agreement will not relieve your obligation to pay for the suspended Services during the period of suspension. Any suspension imposed under this Section will be lifted upon your cure of the breach causing the suspension. In the event you are unable to cure the breach within fifteen (15) days of our notice, the suspension may be treated as a termination for cause. During the suspension period, we shall have the right to deny access to, and/or, destroy data stored on the compromised server or account. We may, in our sole discretion, allow access to a suspended account.
Upon termination of this Agreement for any reason, you will be deemed to have forfeited any unused Service credits or referral credits.
9. PRIVACY AND SECURITY
Your use of the Services is subject to the terms of our Privacy Policy. You acknowledge that you have read and understand the Privacy Policy, and you consent to the use of any personal information you provide in accordance with the Privacy Policy.