All our terms and conditions and various policies for the use of our capabilities and services.
Effective Date: 16-MAY-2015
PLEASE NOTE THAT YOUR USE OF AND ACCESS TO OUR SERVICES (DEFINED BELOW) ARE SUBJECT TO THE FOLLOWING TERMS; IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT USE OR ACCESS THE SERVICES IN ANY MANNER.
Welcome to Instaclustr. Please read on to learn the rules and restrictions that govern your use of our website(s), products, services and applications (the “Services”). If you have any questions, comments, or concerns regarding these terms or the Services, please contact us at firstname.lastname@example.org.
Will these Terms ever change?
We are constantly trying to improve our Services, so these Terms may need to change along with the Services. We reserve the right to change the Terms at any time, but if we do, we will bring it to your attention by placing a notice on the Instaclustr website, by sending you an email, and/or by some other means.
If you don’t agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Services. If you use the Services in any way after a change to the Terms is effective, that means you agree to all of the changes.
Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.
What about my privacy?
The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13. We do not knowingly collect or solicit personally identifiable information from children under 13; if you are a child under 13, please do not attempt to register for the Services or send any personal information about yourself to us. If we learn we have collected personal information from a child under 13, we will delete that information as quickly as possible. If you believe that a child under 13 may have provided us personal information, please contact us at email@example.com.
What are the basics of using Instaclustr?
You may be required to sign up for an account, and select a password and user name (“Instaclustr User ID”). You promise to provide us with accurate, complete, and updated registration information about yourself. You may not select as your Instaclustr User ID a name that you don’t have the right to use, or another person’s name with the intent to impersonate that person. You may not transfer your account to anyone else without our prior written permission.
You represent and warrant that you are of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Services and gotten your parent or guardian to agree to these Terms on your behalf). If you’re agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).
You will only use the Services in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws, then you aren’t authorized to use the Services. We can’t and won’t be responsible for your using the Services in a way that breaks the law.
You will not share your account or password with anyone, and you must protect the security of your account and your password. You’re responsible for any activity associated with your account.
Your use of the Services is subject to the following additional restrictions:
You represent, warrant, and agree that you will not contribute any Content or User Submission (each of those terms is defined below) or otherwise use the Services or interact with the Services in a manner that:
- Infringes or violates the intellectual property rights or any other rights of anyone else (including Instaclustr);
- Violates any law or regulation, including any applicable export control laws;
- Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
- Jeopardizes the security of your Instaclustr account or anyone else’s (such as allowing someone else to log in to the Services as you);
- Attempts, in any manner, to obtain the password, account, or other security information from any other user;
- Violates the security of any computer network, or cracks any passwords or security encryption codes;
- Runs Maillist, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
- “Crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);
- Copies or stores any significant portion of the Content;
- Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services.
A violation of any of the foregoing is grounds for termination of your right to use or access the Services.
What are my rights in the Services?
The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, User Submissions, and so forth (all of the foregoing, the “Content”) are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else’s (including Instaclustr’s) rights.
You understand that Instaclustr owns the Services. You won’t modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services.
The Services may allow you to copy or download certain Content; please remember that just because this functionality exists, doesn’t mean that all the restrictions above don’t apply – they do!
Do I have to grant any licenses to Instaclustr or to other users?
For all User Submissions, you hereby grant Company a license to translate, modify (for technical purposes, for example making sure your content is viewable on an iPhone as well as a computer) and reproduce and otherwise act with respect to such User Submissions, in each case to enable us to operate the Services, as described in more detail below. This is a license only – your ownership in User Submissions is not affected.
If you share a User Submission publicly on the Services and/or in a manner that more than just you or certain specified users can view, or if you provide us (in a direct email or otherwise) with any feedback, suggestions, improvements, enhancements, and/or feature requests relating to the Services (each of the foregoing, a “Public User Submission”), then you grant Instaclustr the licenses above, as well as a license to display, perform, and distribute your Public User Submission for the purpose of making that Public User Submission accessible to all Instaclustr users and providing the Services necessary to do so, as well as all other rights necessary to use and exercise all rights in that Public User Submission in connection with the Services and/or otherwise in connection with Instaclustr’s business, provided that Company will try to notify you if it uses your Public User Submission for any reason other than displaying it on the Services. Also, you grant all other users of the Services a license to access that Public User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.
You agree that the licenses you grant are royalty-free, perpetual, sublicenseable, irrevocable, and worldwide (other than Public User Submissions, which may remain fully available) to other users (if applicable), but you understand and agree that it may not be possible to completely delete that content from Instaclustr’s records, and that your User Submissions may remain viewable elsewhere to the extent that they were copied or stored by other users.
Finally, you understand and agree that Instaclustr, in performing the required technical steps to provide the Services to our users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media, and the foregoing licenses include the rights to do so.
What if I see something on the Services that infringes my copyright?
You may have heard of the Digital Millennium Copyright Act (the “DMCA”), as it relates to online service providers, like Instaclustr, being asked to remove material that allegedly violates someone’s copyright. We respect others’ intellectual property rights, and we reserve the right to delete or disable Content alleged to be infringing, and to terminate the accounts of repeat alleged infringers; to review our complete Copyright Dispute Policy and learn how to report potentially infringing content, Copyright Dispute Policy. To learn more about the DMCA, click here.
Who is responsible for what I see and do on the Services?
Any information or content publicly posted or privately transmitted through the Services is the sole responsibility of the person from whom such content originated, and you access all such information and content at your own risk, and we aren’t liable for any errors or omissions in that information or content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Services. We can’t guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services.
You are responsible for all Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it. You will keep all your registration information accurate and current. You are responsible for all your activity in connection with the Services.
Instaclustr has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third party websites or by any third party that you interact with through the Services. In addition, Instaclustr will not and cannot monitor, verify, censor or edit the content of any third party site or service. By using the Services, you release and hold us harmless from any and all liability arising from your use of any third party website or service.
Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that Instaclustr shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.
If there is a dispute between participants on this site, or between users and any third party, you agree that Instaclustr is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release Instaclustr, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services. If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor.”
Will Instaclustr ever change the Services?
We’re always trying to improve the Services, so they may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We’ll try to give you notice when we make a material change to the Services that would adversely affect you, but this isn’t always practical. Similarly, we reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.
Does Instaclustr cost anything?
We reserve the right to charge for certain or all Services. As part of the Services, Instaclustr may offer different Services Plans and Support Services that require payment– the fees for the Services Plan and/or Support Services you have selected will be specified on the order form you submit for such services. If you wish to use Services which require payment, you must pay all applicable fees for such Services. Instaclustr may change the pricing for the Services (from time to time in its sole discretion) by updating its website or by providing some other form of notice. All payments are non-refundable.
What if I want to stop using Instaclustr?
Additionally, Instaclustr is also free to terminate (or suspend access to) your use of the Services or your account, for any reason in our discretion, including your breach of these Terms. Instaclustr has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.
Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account. We will try to provide advance notice to you prior to our terminating your account so that you are able to retrieve any important User Submissions you may have stored in your account (to the extent allowed by law and these Terms), but we may not do so if we determine it would be impractical, illegal, not in the interest of someone’s safety or security, or otherwise harmful to the rights or property of Instaclustr.
Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.
What else do I need to know?
Warranty Disclaimer. Neither Instaclustr nor its licensors or suppliers makes any representations or warranties concerning any content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services. We (and our licensors and suppliers) make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Services. Products and services purchased or offered (whether or not following such recommendations and suggestions) through the Services are provided “AS IS” and without any warranty of any kind from Instaclustr or others (unless, with respect to such others only, provided expressly and unambiguously in writing by a designated third party for a specific product). THE SERVICES AND CONTENT ARE PROVIDED BY INSTACLUSTR (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OR ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL INSTACLUSTR (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO INSTACLUSTR IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (C) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
Indemnity. Unless provided otherwise in your End User License Agreement (if applicable), to the fullest extent allowed by applicable law, you agree to indemnify and hold Instaclustr, its affiliates, officers, agents, employees, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any third party claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms.
Assignment. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Instaclustr’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
Choice of Law; Arbitration. These Terms are governed by and will be construed under the laws of the State of California, without regard to the conflicts of laws provisions thereof. Any dispute arising from or relating to the subject matter of these Terms shall be finally settled in San Francisco County, California, in English, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in, respectively, San Francisco County, California, or the Northern District of California.
Miscellaneous. You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that the Instaclustr may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Instaclustr agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Instaclustr, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Instaclustr, and you do not have any authority of any kind to bind Instaclustr in any respect whatsoever. You and Instaclustr agree there are no third party beneficiaries intended under these Terms.
Effective Date: 20 February 2017
BY CLICKING ON THE “ACCEPT” BUTTON, YOU OR THE ENTITY THAT YOU REPRESENT (“YOU”) ARE UNCONDITIONALLY CONSENTING TO BE BOUND BY, AND ARE BECOMING A PARTY TO, A SERVICES AGREEMENT CONSISTING OF THE SERVICE SCOPE, THIS PARAGRAPH, THE SERVICE LEVEL AGREEMENT AND THE FOLLOWING STANDARD TERMS OF SERVICE (THE “AGREEMENT”) FOR THE PROVISION OF SERVICES BY US TO YOU.
IF A SEPARATE WRITTEN AGREEMENT ABOUT THE SERVICES ALREADY EXISTS BETWEEN YOU AND US, THE TERMS OF THAT WRITTEN AGREEMENT (EXCLUDING THE PRE-PRINTED TERMS OF ANY PURCHASE ORDER, CONFIRMATION OR SIMILAR DOCUMENT, WHICH WILL HAVE NO EFFECT AND WILL NOT BE CONSIDERED AGREED TO BY US) WILL TAKE PRECEDENCE OVER THIS AGREEMENT, AND YOU ACKNOWLEDGE THAT YOU ARE BOUND BY THE TERMS OF THAT WRITTEN SERVICES AGREEMENT RATHER THAN THESE TERMS.
IF YOU DO NOT UNCONDITIONALLY AGREE TO THE TERMS SET OUT IN THIS AGREEMENT, AND WE HAVE NO WRITTEN AGREEMENT ALREADY IN PLACE BETWEEN US, CLICK THE “CANCEL” BUTTON AND THE SERVICE PROVISIONING PROCESS WILL NOT CONTINUE. IF YOU CONTINUE WITH SERVICE PROVISIONING, YOU ARE REPRESENTING AND WARRANTING THAT YOU ARE AUTHORIZED TO DO SO.
STANDARD TERMS OF SERVICE
1.1 In this Agreement, ‘We’, ‘Our’ and ‘Us’ means Instaclustr Pty Limited, ABN 44 159 571 605 or any of its related companies, including Instaclustr Inc.
1.2 This Agreement outlines the terms and conditions that apply to Your use of Our services.
1.3 The services and the initial period We will provide them to You for are identified in the Service Scope.
2. COMMENCEMENT OF THE AGREEMENT
2.1 This Agreement commences on the date We accept Your order for the services.
3. SERVICES AND SUPPORT
3.1 Subject to the terms and conditions of this Agreement, We will provide You with access to the Services through the internet, in accordance with the Service Scope, the Service Level Agreement and other specifications in this Agreement.
3.2 We use due care and skill in providing the services in accordance with this Agreement. There may also be statutory guarantees, conditions or warranties imposed by consumer-protection laws that apply to services We supply, and which cannot be excluded. However, given the nature of IT systems (including Our services' reliance on systems and services that We do not control or own), We cannot promise that Our services will be continuous or fault-free.
3.3 The services (and all features and versions of them) are subject to modification from time to time and/or may be discontinued at Our sole discretion, for any purpose deemed appropriate by Us. We will use reasonable efforts to give You prior written notice of any such modification.
3.4 We will undertake commercially reasonable efforts to provide you with the services. However, We reserve the right to suspend Your access to the services: (i) for scheduled maintenance where we have provided you with notice of the suspension in advance, or (ii) in the event You are in breach of this Agreement, (including, without limitation, failure to pay any amounts due to Us).
3.5 You agree that if, in Our sole discretion, You are using the services in a way which is not legitimate, is not in compliance with this Agreement or any law that We may suspend, disable, limit or terminate the services or deny You access to the service without notice, including, if applicable, taking down any of Your data or content.
4. RESTRICTIONS AND RESPONSIBILITIES
4.1 Access to the services may require You to register, create an account for, and log into the services.
4.2 You will not use the services to store personal information on Our managed infrastructure associated with the services without Our consent. For the avoidance of doubt, personal information is any information or opinion about an identified individual, or an individual who is reasonably identifiable and includes, but is not limited to:
(i) government issued identifiers such as Social Security Numbers;
(ii) bank account details;
(iii) credit card numbers and associated holder details;
(iv) government identity information such as driver’s licenses, birth certificates and
(v) personal health information.
4.3 You will not, and will not permit any third party to: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas or algorithms of the services or any software or software applications, documentation or data related to the services (“Software”) (provided that reverse engineering is prohibited only to the extent such prohibition is not contrary to applicable law); modify, translate, or create derivative works based on the services or Software; use the services or Software for “benchmarking”, timesharing or service bureau purposes or for any purpose other than Your own use for Your own benefit; or use, distribute or otherwise provide the services or Software other than in accordance with this Agreement and in compliance with all applicable laws and regulations (including but not limited to any privacy, intellectual property, consumer and child protection, obscenity or defamation laws). Further, services provided under a free evaluation (as detailed on the Service Scope) may be used for purposes of evaluation for a paid subscription only, and not for any productive use. YOU ACKNOWLEDGE THAT THE SERVICES AND SOFTWARE MAY INCLUDE FEATURES TO PREVENT USE AFTER THE APPLICABLE LICENSE PERIOD AND/OR USE INCONSISTENT WITH THIS AGREEMENT.
4.4 You will cooperate with Us in connection with the performance of this Agreement by making available such personnel and information as may be reasonably required, and taking such other actions as We may reasonably request. You will also implement and maintain the minimum baseline security controls for connection to the services as published on Our website, and as updated from time to time. You will also cooperate with Us in establishing a password or other procedures for verifying that only You or Your designated employees have access to any administrative functions of the services.
4.5 You will keep any passwords or log-in details used in connection with the service secure and You are totally responsible for when and how Your account with Us is used and the actions of any people You give Your password and log-in details to.
4.6 You will designate an employee who will be responsible for all matters relating to this Agreement (“Primary Contact”). You may change the individual designated as Primary Contact at any time by providing written notice to Us.
4.7 You acknowledge and agree that the services may operate on or with or using products and/or services operated or provided by third parties (“Third Party Services”). In some cases, we will provide Third Party Services to You as part of the services we provide, in others, You will need to procure the Third Party Services Yourself. In either case:
(i) While we may put contractual measures in place to provide You with Third Party Services, you acknowledge and agree that We are not responsible for the operation of any Third Party Services nor the availability or operation of the services to the extent such availability and operation is dependent upon Third Party Services;
(ii) unless we agree otherwise with You, You are solely responsible for procuring any and all rights necessary for You to access Third Party Services (whether by recommendation from Us or Yourself) and for complying with any applicable terms or conditions associated with accessing such Third Party Services;
(iii) We do not make any representations or warranties with respect to Third Party Services or any third party providers;
(iv) any exchange of data or other interaction between You and a third party provider is solely between You and that third party provider and is governed by the third party’s terms and conditions.
5.1 You or We may disclose information relating to our technology or business as a result of Us providing You with the services (“Confidential Information”).
5.2 We each agree:
(i) not to divulge to any third person any such Confidential Information;
(ii) to give access to such Confidential Information solely to those employees with a need to have access to it for purposes of this Agreement; and
(iii) to take the same security precautions to protect against disclosure or unauthorized use of such Confidential Information as we would take with our own confidential information, and no less than reasonable precautions to protect such Confidential Information.
5.3 Neither You or We will be required to comply with the restrictions on Confidential Information where the information:
(i) Is or becomes generally available to the public without any action by, or involvement of, the party who received the information; or
(ii) was possessed or known prior to receipt;
(iii) was rightfully disclosed without restriction by a third party;
(iv) was independently developed without use of any Confidential Information of the other party.
5.4 Nothing in this Agreement will prevent a party from disclosing the Confidential Information pursuant to any judicial or governmental order.
5.5 We conduct our business on the basis that all information You provide to Us is Confidential Information and We will treat it in accordance with the provisions set out above, unless You specifically advise Us otherwise.
5.6 Both parties will have the right to disclose the existence but not the terms and conditions of this Agreement, unless such disclosure is approved in writing by both parties prior to such disclosure, or is included in a filing required to be made by a party with a governmental authority (provided such party will use reasonable efforts to obtain confidential treatment or a protective order) or is made on a confidential basis as reasonably necessary to potential investors or acquirors.
6. INTELLECTUAL PROPERTY AND CONTENT
6.1 Except as expressly provided in this Agreement, all intellectual property rights relating to the service, Software, technology, techniques or trade marks that are used in or provided by Us as part of the services, or in any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by You or any third party relating to the service and/or the Software (“Intellectual Property”) will be owned by Us or will vest in Us on creation or is licensed to Us. You will not copy, distribute, reproduce or use any of the Intellectual Property except as expressly permitted under this Agreement.
6.2 You are solely responsible for Your data and any content You use or store in connection with Your service. You must hold, and continue to hold, all intellectual property rights in Your data and contents (including, without limitation, copyright and trade mark rights), or be licensed to do so. The terms under which You hold or license Your data and content must permit Us to carry out Our obligations to You in providing the service. You grant Us a licence to use and reproduce all Your data and content in order to fulfil Our obligations under this Agreement.
6.3 You will conduct such tests and computer virus scanning as may be necessary to ensure that data uploaded by You onto or downloaded by You does not contain any computer virus and will not in any way, corrupt the data or systems of any person.
6.4 You are solely responsible for dealing with persons who access Your data and You will not refer complaints or inquiries in relation to such access to Us. We are not responsible to You or any third party for unauthorised access to Your data or the unauthorised use of the services. You are responsible for the use of the services by any employee of Yours, any person You authorise to use the services, any person to whom You have given access to the services, and any person who gains access to Your data or the services as a result of Your failure to use reasonable security precautions, even if such use was not authorised by You.
6.5 Although We have no obligation to monitor the content provided by You or Your use of the services, You agree that We may do so and may remove any such content or prohibit any use of the services We believe may be (or allege to be) in violation of this Agreement.
6.6 You agree that We may collect and generate data with respect to and report on the aggregate response rate and other aggregate measures of the services’ performance, and use and make available such data for Our business purposes.
7. PAYMENT OF FEES
7.1 All charges payable by You to Us for the services will be detailed in the Service Scope (the “Fees”) and will be due and payable within 14 days of receipt of our invoice, or on other terms separately agreed with Us by You. Upon registration of a credit card account, You give Us authorisation to debit your credit card for all Fees. Where you provide us with direct debit details, We will deduct the Fees from Your account monthly in arrears.
7.2 The price of the services We provide You will remain fixed for the period covered by the payment, that is, monthly, quarterly or annually (as set out in the Service Scope). After that time, You will be billed at the rates current at the time the service is renewed.
7.3 The services are provided with capacity limits for the number of nodes, data transfers, backup and data storage. If Your use of the services exceeds the service capacity detailed on the Service Scope or via Our website, You will be invoiced at the end of each calendar month for the excess usage over the service capacity, at the rate set forth on the Service Scope (which is not less than at Our cost plus a 10% service charge), and You agree to pay the additional fees without any right of set-off or deduction.
7.4 All Fees paid are non-refundable. To the extent applicable, You will pay Us for additional services, such as integration fees or other consulting fees.
7.5 Unpaid Fees are subject to a finance charge of one percent (1.0%) per month from the due date of the payment, or the maximum permitted by law, whichever is lower, plus all expenses of collection, including reasonable legal fees, collection agency charges or any other reasonable costs.
7.6 Fees under this Agreement are exclusive of all taxes, including national, state or provincial and local use, sales, value-added, property and similar taxes, if any. You agree to pay such taxes unless You have provided Us with a valid exemption certificate. In the case of any withholding requirements, You will pay any required withholding Yourself and will not reduce the amount paid to Us on account of such withholding.
7.7 Without prejudice to Our other rights and remedies under this Agreement, if any sum payable is not paid on or before the due date, We reserve the right, at Our discretion, to suspend the provision of services to You until we receive the required payment (including any late payment fees, interest, debt recovery charges and reactivation fees) in full.
7.8 If you elect to pay your fees on a yearly basis, and fail to make payment within 14 days of invoice, you will not be entitled to receive any (otherwise applicable) yearly fee discount where a yearly discount is offered.
7.9 You consent to Us obtaining a report from a credit reporting agency on Your credit worthiness if You choose to pay by credit card.
7.10 If we receive notice of a chargeback, declined or reversed payment from a credit card company in connection with payments made by You for the services, We reserve the right to suspend the provision of services to You until We receive the required payment (including any bank charges We incur, late payment fees, interest, debt recovery charges and reactivation fees) in full.
7.11 Subject to clause 7.13, no refunds will be given for unused portions of payments in advance (including payment of yearly contracts) unless the account has been terminated due to Our breach of these terms and conditions, or We exercise our rights under clause 8.3.
7.12 In the event this agreement constitutes a supply of goods or services to a consumer as defined in the Competition and Consumer Act (Cth) ('Act'), and You cancel your service because We have failed to meet one or more of the consumer guarantees under the Act, We will refund to You any unused portion of Your Fees and any other amount You have prepaid, as well as any Fees where the services provided did not meet the consumer guarantees.
8.1 Subject to earlier termination as provided below, this Agreement is for the period specified in the Service Scope.
8.2 We may suspend or terminate Your account or the services if:
(i) You breach this Agreement and fail to rectify any remediable breach within 7 days of Us notifying You to do so;
(ii) the individual signing the Agreement did not have the legal right or authority to enter into the Agreement on Your behalf;
(iii) You become insolvent;
(iv) You are declared bankrupt;
(v) We are ordered to do so by a court, law or government body or pursuant to an arbitration award;
(vi) there is an attack on Your system or Your system is accessed or manipulated by a third party without Your consent; or
(vii) there is another event for which We reasonably believe that the termination or suspension of the account of service is necessary to protect Our network or Our other customers.
8.3 In addition to any other rights We may have under this Agreement, You agree that We may, without notice to You and without any liability to Us, amend, alter or take down Your data or content if We:
(i) receive an order from a court or other competent body requiring Us to do so;
(ii) are directed to do so by any regulatory body or authority or industry association;
(iii) consider in Our sole discretion that You are breaching this Agreement including without limitation, by infringing third party intellectual property rights, or because Your data or content is defamatory, illegal, obscene or breaches a persons privacy.
8.4 In the event We have to suspend or disconnect the service without notice or deny Your access to the service during any technical failure, modification or maintenance involved in the service Our liability will be limited to that specified in the Service Level Agreement. We will use reasonable endeavours to procure the resumption of the services as soon as reasonably practicable. In these circumstances You will remain liable for all charges due throughout the period of suspension.
8.5 If Your account has been suspended or terminated due to Your breach, reactivation of Your account will be at Our discretion. If We agree to reactivate Your account, We will require payment in full of all outstanding amounts.
8.6 You may terminate Your account or any individual service with Us for any reason at any time by giving Us 30 days notice advising Us that You will do so. Unless You are terminating Your account due to a breach of this Agreement by Us, refunds for monies paid in advance are not provided.
8.7 If We wish to terminate your service for reasons other than a breach of these conditions, We can do so by giving You 30 days written notice. In this circumstance, We will refund any remaining unused credit on your account.
8.8 All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, restrictions, accrued rights to payment, confidentiality obligations, intellectual property rights, warranty disclaimers, and limitations of liability.
8.9 If Your account is closed for whatever reason You must pay all outstanding charges immediately.
8.10 We are under no obligation to provide You with a copy of Your data or content if We have suspended or terminated Your access to the service for Your breach. If We provide You with a copy of Your data or content in such circumstances, We are entitledto charge a fee for doing so. If We terminate Your account or any service in such circumstances We may also at Our discretion destroy Your data or content. If Your data or content is destroyed it may not be recoverable.
9. YOUR WARRANTIES, LIABILITIES AND UNDERTAKINGS
9.1 You indemnify and hold Us harmless against, and must pay Us for, any loss or damage we suffer relating to:
(i) the provision of the service to You; and
(ii) Your use, or attempted use, of the service.
9.2 You indemnity Us against (and must pay Us for) any costs, including legal costs, relating to Your breach of this Agreement.
9.3 You are not liable to Us for any loss to the extent it is caused by Us (for example through Our breach of this Agreement, or Our negligence).
9.4 At the time of entering into this Agreement You are not relying on any representation made by Us which has not been stated expressly in this Agreement, or on any descriptions or specifications contained in any other document, including any catalogues, web site or publicity material which We have produced.
10. OUR WARRANTIES AND LIABILITIES
10.1 We accept liability for the supply of the services to the extent provided in this Agreement.
10.2 We do not warrant that the services:
(i) provided under this Agreement will be uninterrupted, error free or completely secure;
(ii) will meet Your requirements, other than as expressly set out in this Agreement;
(iii) will be free from external intruders (hackers), virus or worm attack, denial of service attack, or other persons having unauthorised access to the services or systems of Ours; or
(iv) will produce any particular results, data, sales or other return.
10.3 Subject to clause 10.2:
(i) We exclude all liability for indirect, incidental, special and consequential loss or damage of any kind, loss or corruption of data, loss of use, loss of revenue, loss of profits, failure to realise expected profits or savings and any other commercial or economic loss of any kind, in contract, tort (including negligence), under any statute or otherwise arising from or relating in any way to this Agreement and/or its subject matter;
(ii) the services, any reports, Our Confidential Information and any other thing provided in connection with this Agreement are provided on an ‘as is’ and ‘as available’ basis;
(iii) We make or give no express or implied warranties including, without limitation, the warranties of merchantability or fitness for a particular purpose, or arising from a course of dealing, usage or trade practice, with respect to any goods or services provided under or incidental to this Agreement;
(iv) no oral or written information or advice given by Us, Our resellers, agents, representatives or employees shall create a warranty or in any way increase the scope of the express warranties given in this Agreement, and You may not rely on any such information or advice;
(v) Our total aggregate liability to You for any claim in contract, tort, negligence or otherwise arising out of or in connection with the provision of the services will be limited to the charges paid by You in the 3 months preceding the claim in respect of the services which are the subject of any such claim. Any claim must be notified to Us within one year of it arising.
10.4 In the event that this Agreement constitutes a supply of goods or services to a consumer as defined in the Competition and Consumer Act 2010 (Cth) nothing contained in this Agreement excludes, restricts or modifies any remedies or guarantees where to do so is unlawful. To the full extent permitted by law, where the benefit of any such remedy or guarantee is conferred upon You pursuant to the Competition and Consumer Act 2010 (Cth) Our sole liability for breach of any such remedy or guarantee will be limited to the remedies available under that Act.
10.5 We specifically exclude any warranty as to the accuracy or quality of information received by any person via Your server and in no event will We be liable for any loss or damage to any data stored on the server. You are responsible for maintaining insurance cover in respect of any loss or damage to Your data stored on the Server.
11. EXPORT MATTERS
11.1 You represent and warrant and undertake that you will not possess, use, import, export or resell (and shall not permit the possession, use, importation, exportation, or resale of) the Services or any information or technical data provided by Us to You under this Agreement in any manner which would cause Us to breach any applicable export control laws, rules, or regulations of any jurisdiction (including without limitation those under Australian, UK and US law). Without limitation, You represent and warrant and undertake that You will not provide administrative access to or permit use of the services by any persons (including any natural person, government or private entity or other form of body corporate) that is located in or is a national of any country that is embargoed or highly restricted under Australian, United Kingdom or US export laws, rules or regulations.
12. ARCHIVING AND BACKUP OF YOUR DATA
12.1 We will archive Your data on a regular basis for the purposes of disaster recovery. While We will use our best endeavours to maintain an up to date back-up of Your data, we do not guarantee that we will hold the latest version at the time of equipment failure or data corruption. In the event of equipment failure or data corruption, We will restore from the last known good archive of Your data that we hold.
13. OWNERSHIP OF EQUIPMENT
13.1 Unless otherwise agreed, You obtain no rights to the hardware and other infrastructure and facilities used by Us to deliver the services.
14.1 We may from time to time recommend third party software or other products and services for Your consideration. We make no representation or warranty whatsoever regarding such products and services. Your use of any products and services not provided by Us is governed by the terms of Your agreement with the provider of those products and services, and is at Your sole risk. We are not responsible in any way for the third party product’s performance, features nor failures.
15. YOUR RESPONSIBILITIES
15.1 In connection with the services, You will:
(i) provide Us with reasonable access to Your sites and facilities during Your normal business hours and as otherwise reasonably required to enable Us to perform the services;
(ii) if required, provide a safe and secure working environment for Our personnel;
(iii) perform Your agreed duties and tasks, and such other duties and tasks as may be reasonably required to permit Us to perform the services; and
(iv) not copy, record, or transcribe any of Our training materials without written authorisation from Us.
15.2 You will make available to Us any data, information and any other materials reasonably required by Us to perform the services, including, but not limited to, any data, information or materials specifically identified in the Service Scope (“Customer Materials”). You will be responsible for ensuring that all such Customer Materials are Accurate and complete.
15.3 We will comply with all reasonable workplace safety and security standards and policies, applicable to Your employees, of which We are notified in writing by You in advance.
16.1 You must not assign or otherwise transfer Your rights or obligations under this Agreement without Our prior written consent, which We will not unreasonably withhold. Any request to assign or transfer must:
(i) be in the form We require, and include details of the assignee or transferee;
(ii) be accompanied by the transfer fee specified in the form.
16.2 We may assign or otherwise novate or transfer Our rights and obligations under this Agreement to:
(i) a related body corporate, including without limitation as part of a change in how we provide the services or as part of a partial or full restructuring of Our business; and
(ii) another person as part of the sale, or restructuring, of all or part of Our business, and You agree that, if We do this, We may transfer all necessary information (including, without limitation, personal information and credit card details) to the related body corporate or other person, and they may use that information, in order for them to be able to continue providing the services to You. If You do not agree to the assignment, novation or transfer, You may terminate this Agreement and We will refund any remaining unused credit on Your account.
17.1 During the term in which Services are being provided, You will not directly or indirectly recruit, solicit, or assist in the recruiting or soliciting for employment (including as a consultant) any technical or professional employees or contractors of Ours personally involved in the services within the preceding six months. This provision will not prohibit the placement of mass media advertisements, utilization of non-targeted third party recruiting efforts, or conduct of job fairs for the purpose of recruiting employees generally. This provision also will not prohibit the hiring of any person in the absence of solicitation in violation of this clause.
18.1 If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.
18.2 Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided in this Agreement.
18.3 No agency, partnership, joint venture, or employment is created as a result of this Agreement and You do not have any authority of any kind to bind Us in any respect.
18.4 In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys’ fees.
18.5 All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; and upon receipt, if sent by certified or registered mail (return receipt requested), postage prepaid.
18.6 We will not be liable for any loss resulting from a cause over which We do not have direct control.
18.7 This Agreement is governed by the laws in force in the Australian Capital Territory, Australia. Both parties agree to submit to the non-exclusive jurisdiction of the Courts of that Territory.
18.8 You agree to participate in press announcements, case studies, trade shows, or other forms reasonably requested by Us.
18.9 We are permitted to use Your name and logos in sales and marketing materials and We may disclose that You are one of Our customers to any third-party at Our sole discretion.
Effective Date: 17-MAR-2017
INSTACLUSTR SUPPORT POLICY
As part of our managed Cassandra offering, Instaclustr provides core support services to maximize availability and performance of clusters under our management.
Instaclustr can also provide additional services on a “fee for service” basis.
This policy enumerates the services that are included under the standard service contract and provides examples of those that are covered as “fee for service”.
Instaclustr offers tiered support based on the Instaclustr products purchased and their support requirements. Customers can upgrade their support package by increasing the size of their cluster, or adding a support package. The default service levels are:
The specific support capabilities and service levels associated with each level of support are described in the following table.
|Definition||Any cluster on a “Developer” plan regardless of other clusters that are running in an account.||Baseline level support for all production customers who do not qualify for higher levels||Customers who have between 6 and 30 TB of raw disk space across their Instaclustr managed production clusters.||Customers with over 30 TB of raw disk space across their Instaclustr managed production clusters|
||Best Effort||30 Minutes||20 Minutes||10 Minutes|
||Email, Web and Chat1||Email, Web and Chat1||Email, Web and Chat1||Email, Web, Chat1|
|Health and performance monitoring||reduced||✓||✓||✓|
|Instaclustr Console access||✓||✓||✓||✓|
|Disaster recovery data backup||✓||✓||✓||✓|
|Direct access to assigned account executive||✓|
Included “fee for service” hours3
|3 hours / month||10 hours / month|
1 – Live chat is available 24 hours on business days.
2 – By default, we replace development class clusters without attempting to recover the existing cluster. This may result in data loss.
3 – Allocated time expires at the end of each month.
SUPPORT SERVICE DETAIL
All support channels are monitored 24 x 365 with initial response times as per the relevant support plan.
You can reach us by any of methods below:
|Email to firstname.lastname@example.org|
|Web||Self-service portal at support.instaclustr.com|
|Chat||Live chat at support.instaclustr.com and integrated in the Instaclustr management console|
24×365 support is currently provided in English. “On notice” support is provided in Spanish, French, Dutch, Mandarin, Bahasa Malaysia, and Japanese.
Support tickets are assigned a severity level that helps us prioritise issues for remediation. Urgent and High priority issues are worked on 24×7 until they are resolved. Normal and Low priority issues are resolved during the working hours of the assigned support team member.
|1||Urgent||Total cluster outage or an outage having a significant impact on a customer’s business.
A vulnerability that is currently impacting the confidentiality, integrity or availability of customer data.
|2||High||An event causing degradation of a customer’s Instaclustr service with a moderate impact on a customer’s business.
Proposed maintenance that, if not performed in a timely manner, will cause degradation of a customer’s Instaclustr service with a moderate impact on a customer’s business.
An unmitigated vulnerability with an identified exploit that would impact the confidentiality, integrity or availability of customer data.
|3||Normal||An incident with effects that are inconvenient though not impacting a customer’s business.
A vulnerability, without an identified exploit, that materially increases the risk of impact to the confidentiality, integrity or availability of customer data.
|4||Low||Requests for information or planned changes.|
Health and performance monitoring
We actively monitor Cassandra health and performance benchmarks for all our clusters to provide early detection and remediation of problems with a cluster. Where issues are identified, we will raise a support ticket on our customer’s behalf. Of course, we can’t see specifically how your application is running so we can’t provide metrics on the application’s performance.
Instaclustr ensures our clusters are running a recent, stable version of Cassandra and underlying operating system, with the latest version of our monitoring software. We will advise of any upgrade of the Cassandra version prior to changing the existing configuration. Customers may request that Instaclustr defer an upgrade by up to three months of the proposed date.
Instaclustr performs proactive automated maintenance activities using our in-house maintenance tools, including running repairs across clusters and clearing old snapshot data.
Instaclustr Console access
Customers may securely manage their Instaclustr services and resources through the Instaclustr console. Customers can view detailed live and historical performance metrics, change firewall rules, expand a cluster, and add and delete clusters.
Disaster recovery data backup
Cassandra provides exceptional fault tolerance, particularly when key spaces are configured in line with our configuration guidelines. In most of our clusters, even the complete failure of a node causes only a temporary degradation cluster performance while the replacement node catches up with the rest of the cluster.
To provide resilience in the case of complete cluster failure, Instaclustr performs a daily backup of customer data in all our managed clusters to long-term storage. This backup is for disaster recovery purposes only and can be up to 24 hours old. We retain backups for 7 days. We may apply processing charges if a customer requires recovery of data from long-term data stores depending on the reason for the restore.
Instaclustr provides access to technical documentation and guides to assist customers in maximizing the value of their Instaclustr service. Technical documentation and guides are published and available through our support portal.
Security is at the core of everything we do. In addition to performing security reviews of our features before they are implemented, Instaclustr performs regular scans and tests of our environment. Any issues that arise from the scans are resolved as soon as practical. More detail on our security program can be found here: https://www.instaclustr.com/support/security/
Extended Maintenance includes our pre-emptive intervention services to ensure clusters are running within expected limits. We allow time for manual intervention to ensure operations such as node cleanup are successful. We also provide initial assessment of, and recommended resolution of, high latency, high disk usage and high CPU Usage events.
Named contacts are the primary point of contact registered with the Instaclustr support team. They have the right to raise issues within the Instaclustr ticket management system. The Instaclustr support team notifies the support contract address nominated in the Instaclustr console via email where a maintenance issue is identified and for resolution of support tickets. The Instaclustr support team will advise impacted customers of the anticipated service restoration time associated with any support ticket wherever possible.
Direct access to assigned account executive
Premier support customers will have direct contact details for their Instaclustr account executive during business hours to escalate support issues and raise service concerns.
Instaclustr supports all aspects of deploying Cassandra in the cloud. Some services are one off or require a significant effort on our part. These services are provided on a “fee for service” basis.
Services provided under this arrangement include, but are not limited to:
- Data import;
- Data model design and review focussed on your application’s requirements;
- Cluster reconfiguration;
- Specific cluster performance tuning; and
- Actions from us to bring your cluster back from a catastrophic failure, including:
- Actions required due to exhausted disk space;
- Actions required due to recover from accidental deletion of data by you; and
- Cluster recovery due to inappropriate data models or configurations.
In spite of our best efforts, we don’t control everything. We rely on you to maintain good cluster health in a number of areas to ensure that we can resolve to your query/issue as quickly as possible:
- Maintain node disk usage below 80% during normal operations (recommended to be below 70%);
- Action reasonable requests from Instaclustr support to prevent issues arising;
- Ensure that email@example.com is whitelisted in your email service;
- You chose a secure password for your Instaclustr account that is commensurate with the sensitivity and value of your data;
- Ensure that the logical security within your Cassandra cluster (e.g. authentication, encryption) is commensurate with the sensitivity and value of your data; and
- Where you have specific requirements for backup, security or Cassandra operations, verify with Instaclustr support that our offerings meet your requirements.
- Plan for significant changes on operational load or data volumes in your cluster and provision capacity in anticipation of those loads.
Support is not provided to customers with accounts over 30 days in arrears.
Effective Date: 19 May 2015
This policy provides a standard for Instaclustr with respect to its protection of Personal information globally. Certain local laws may require stricter standards. Therefore, we will handle this data in accordance with applicable laws and regulations at the place where the data is processed. Where applicable local law provides a lower level of protection of Employment/Employee Data than established by this Policy, then the requirements of this Policy apply. Questions about compliance with local law may be addressed to firstname.lastname@example.org.
What Information does Instaclustr Collect?
Information You Provide to Us:
We receive and store any information you knowingly provide to us. For example, through the registration process and/or through your account settings, we may collect Personal Information such as your name, email address, street address, and phone number Certain information may be required to register with us or to take advantage of some of our features.
We may communicate with you if you’ve provided us the means to do so. For example, if you’ve given us your email address, we may send you promotional email offers on behalf of other businesses, or email you about your use of the Services. Also, we may receive a confirmation when you open an email from us. This confirmation helps us make our communications with you more interesting and improve our services. If you do not want to receive communications from us, please indicate your preference by unchecking the checkbox associated with “Permit Instaclustr to e-mail me occasionally about promotions, offers and news.“
Information Collected Automatically
Whenever you interact with our Services, we automatically receive and record information on our server logs from your browser or device, which may include your IP address, device identification, “cookie” information, the type of browser and/or device you’re using to access our Services, and the page or feature you requested. “Cookies” are identifiers we transfer to your browser or device that allow us to recognize your browser or device and tell us how and when pages and features in our Services are visited and by how many people. You may be able to change the preferences on your browser or device to prevent or limit your device’s acceptance of cookies, but this may prevent you from taking advantage of some of our features.
We may use this data to customize content for you that we think you might like, based on your usage patterns. We may also use it to improve the Services – for example, this data can tell us how often users use a particular feature of the Services, and we can use that knowledge to make the Services interesting to as many users as possible.
Will Instaclustr Share Any of the Personal Information it Receives?
We do not rent or sell your Personal Information in personally identifiable form to anyone (provided certain Personal Information may be transferred in connection with business transfers, as described below). We may share your Personal Information with third parties as described in this section:
Information that’s no longer personally identifiable. We may anonymize your Personal Information so that you are not individually identified, and provide that information to our partners. We may also provide aggregate usage information to our partners, who may use such information to understand how often and in what ways people use our Services, so that they, too, can provide you with an optimal online experience. However, we never disclose aggregate usage information to a partner in a manner that would identify you personally, as an individual.
Affiliated Businesses: In certain situations, businesses or third party websites we’re affiliated with may sell or provide products or services to you through or in connection with the Services (either alone or jointly with us). You can recognize when an affiliated business is associated with such a transaction or service, and we will share your Personal Information with that affiliated business only to the extent that it is related to such transaction or service. We have no control over the policies and practices of third party websites or businesses as to privacy or anything else, so if you choose to take part in any transaction or service relating to an affiliated website or business, please review all such business’ or websites’ policies.
Agents: We employ other companies and people to perform tasks on our behalf and need to share your information with them to provide products or services to you; for example, we may use a payment processing company to receive and process your credit card transactions for us. Unless we tell you differently, our agents do not have any right to use the Personal Information we share with them beyond what is necessary to assist us.
User Profiles and Submissions: Certain user profile information, including your name, location, and any video or image content that such user has uploaded to the Services, may be displayed to other users to facilitate user interaction within the Services or address your request for our services. Please remember that any content you upload to your public user profile, along with any Personal Information or content that you voluntarily disclose online in a manner other users can view (on discussion boards, in messages and chat areas, etc.) becomes publicly available, and can be collected and used by anyone. Your user name may also be displayed to other users if and when you send messages or comments or upload images or videos through the Services and other users can contact you through messages and comments.
Business Transfers: We may choose to buy or sell assets, and may share and/or transfer customer information in connection with the evaluation of and entry into such transactions. Also, if we (or our assets) are acquired, or if we go out of business, enter bankruptcy, or go through some other change of control, Personal Information could be one of the assets transferred to or acquired by a third party.
Is Personal Information about me secure?
Your account is protected by a password for your privacy and security. You must prevent unauthorized access to your account and Personal Information by selecting and protecting your password appropriately and limiting access to your computer or device and browser by signing off after you have finished accessing your account.
We endeavor to protect the privacy of your account and other Personal Information we hold in our records, but unfortunately, we cannot guarantee complete security. Unauthorized entry or use, hardware or software failure, and other factors, may compromise the security of user information at any time.
What Personal Information can I access?
Through your account settings, you may access, and, in some cases, edit or delete the following information you’ve provided to us:
- name and password
- email address
- user profile information
The information you can view, update, and delete may change as the Services change. If you have any questions about viewing or updating information we have on file about you, please contact us at email@example.com.
Under California Civil Code Sections 1798.83-1798.84, California residents are entitled to ask us for a notice identifying the categories of Personal Information which we share with our affiliates and/or third parties for marketing purposes, and providing contact information for such affiliates and/or third parties. If you are a California resident and would like a copy of this notice, please submit a written request to: firstname.lastname@example.org.
What choices do I have?
You can always opt not to disclose information to us, but keep in mind some information may be needed to register with us or to take advantage of some of our features.
You may be able to add, update, or delete information as explained above. When you update information, however, we may maintain a copy of the unrevised information in our records. You may request deletion of your account by contacting us at email@example.com. Some information may remain in our records after your deletion of such information from your account. We may use any aggregated data derived from or incorporating your Personal Information after you update or delete it, but not in a manner that would identify you personally.
What if I have questions about this policy?
If you have any questions or concerns regarding our privacy policies, please send us a detailed message to firstname.lastname@example.org, and we will try to resolve your concerns.
Effective Date: 21-OCT-2015
Security is of extreme importance to us here at Instaclustr. We are committed to providing a secure operating environment for our customers and their data. Security best practices are continually implemented and evolved to address current and emerging threats in the ecosystem.
Certification and accreditation
Instaclustr has its own certification and accreditation program, which will be used to obtain relevant certifications for our own infrastructure and solutions as required. The Instaclustr Security Architect is responsible for this program.
Our systems are hosted in a range of datacenters and on a number of different infrastructure providers. Our infrastructure partners hold one or more of the following relevant accreditations (and many others):
- ISO 27001
- SOC 2 – Security
For credit card and payment processing Braintree Payments has been engaged to provide PCI-compliance payment processing.
System and capability design
The Instaclustr Security Architect is responsible for the secure design and deployment of Instaclustr capability and infrastructure.
We have a preference for the use of independently tested and certified security products over any other security products for the protection of our systems.
Decommissioning and disposal of all hardware and storage devices is performed in a secure manner by our hosting providers using the certified methods of secure disposal.
Instaclustr will erase all data associated with deactivated user accounts from our data store and production systems.
Instaclustr will retain backup data for deactivated user accounts for a short period to permit recovery in case of accidental deactivation.
A user that has deactivated an account may also request immediate erasure of all backup data via a support request.
The Instaclustr Security Architect is responsible for security management of our systems and communication infrastructure.
The Instaclustr ICT Manager is responsible for day-to-day administration and maintenance of Instaclustr systems.
Instaclustr employees and users of our system are responsible for complying with all security and acceptable usage requirements associated with accessing Instaclustr systems.
Upgrades, vulnerabilities and patch management
Instaclustr has implemented an N-1 platform, application and system version baseline strategy for the delivery of our capability through the Instaclustr environment.
Instaclustr systems and infrastructure does not utilise automatic update functionality.
Instaclustr shall apply operating system and application security patches as soon as possible; but only after conducting an evaluation of updates to minimise the risk of an adverse impact of deployment.
Critical patches will be prioritised for evaluation. Upon completion of the evaluation of a patch (or set of patches) they will be deployed using automated systems where available.
Our Security Architect is responsible for assessing any identified security vulnerabilities in our systems and underlying software or infrastructure. Our Security Architect will also issue Security Advisories, where applicable, when our customers or infrastructure has the potential to be affected by an identified security issue.
Unauthorised connections, equipment and software
Instaclustr does not permit new connections to Instaclustr networks or infrastructure unless authorised by the Security Architect.
The Security Architect maintains a list of approved administrators, systems users, equipment and software for use in Instaclustr operational environment.
The Security Architect will not permit the connection of unapproved equipment or the introduction of unapproved software into Instaclustr systems.
Only Instaclustr personnel who have been explicitly authorised by the Security Architect shall be permitted access to Instaclustr systems.
The decision to grant access shall consider the “need-to-know” and the role and responsibility of the individual requesting access.
Instaclustr personnel that no longer have a requirement to access information or Instaclustr systems shall have their access to the information and/or systems revoked.
All access to Instaclustr networks and systems is denied by default unless expressly authorised by Instaclustr management.
Access rights to Instaclustr ICT networks shall be implemented on the basis of least privilege and in consideration of roles and responsibilities.
All users shall be identified and authenticated to a defined standard prior to being granted access to Instaclustr systems and networks.
All users of Instaclustr systems and networks shall be responsible for protecting their credentials against unauthorised disclosure.
User access to Instaclustr systems and networks shall be immediately revoked upon termination or completion of contract unless authorised by the Instaclustr CEO.
Customer data access and segregation
Instaclustr only operates our services on dedicated instances and at no stage will production data from one of our customers reside on the same node or server as another customer.
Instaclustr support personnel or engineers will not access customer data or customer nodes as a normal part of their operations. Only during request support or identified issues will there ever be a need for our personnel to come in contact with customer data. Our personnel will only access data when requested or required to do so.
All access to Instaclustr systems is logged so that all actions by our personnel can be tracked and audited as required.
All Instaclustr support personnel and engineers are trained in not only the technology but also security and privacy requirements.
Instaclustr engages reputable and internationally recognised third-party cyber security firms to routinely perform penetration testing and scanning for system vulnerabilities and exposures.
Instaclustr also engaged these third-party firms to conduct regular independent assessments of architecture and design to provide a level of assurance in major system changes.
Instaclustr has established an assurance and audit regime that routinely examines network and application logs for possible security incidents.
Instaclustr has implemented a responsible disclosure policy aimed and providing an avenue for reporting and the subsequent crediting of any security issues with the Instaclustr systems or infrastructure.
Outages and uptime
All planned outages will be communicated to our customers and users via the registered email address and will also be displayed on our Instaclustr Status Page.
Our customers node and cluster operation does not require constant contact with the Instaclustr infrastructure, however, we still endeavour to maintain an uptime of 99.95% for our website, support portal and our application dashboard. All uptime statistics are continually reported via our Instaclustr Status Page.
Authentication and network security
Instaclustr provides protection for data in-transit using appropriate encryption for customers communicating with our infrastructure and also for instances under management.
Instaclustr automatically manages client certificates used by nodes under management to authenticate and encrypt inter-node communications. Customers can provide individual user public certificates to Instaclustr for client-node encryption and authentication.
All communications with the Instaclustr management infrastructure Instaclustr is performed in authenticated and secure method. Nodes communicate with strong authentication and data is encrypted appropriately using SSL .
All communications between our management platform, nodes under management and agents are protected using the individual node certificate store and SSL.
For cloud platforms that do not provide network access controls or security groups, Instaclustr configures firewall rules locally on the node using iptables.
Effective Date: 01-MARCH-2017
Instaclustr’s service standards are tiered based on the size of the Cassandra cluster that our customer is running. This tiering recognises that larger cluster are able to support more consistent levels of performance and availability.
|Tier1||Service Standards2||Customer Requirements|
|· no guaranteed availability (99.5% target)
· no latency SLAs
|· add capacity or remove data when requested by Instaclustr to maintain disk usage in normal operations at less than 70%|
<=5 production nodes
|· 99.9% availability for consistency- ONE
· no latency SLAs
· 20% monthly fees at risk in total; 10% penalty for each breach
|· minimum replication factor of 3 on all keyspaces
· add capacity or remove data when requested by Instaclustr to maintain disk usage in normal operations at less than 70%
· comply with reasonable requests from Instaclustr to modify application for best practice Cassandra usage
6+ production nodes
|· 99.95% availability for LOCAL_QUORUM consistency operations
· 99% of read/write transactions to Instaclustr-maintained table in the cluster within specified latency threshold3
· 30% of monthly fees at risk in total; 15% penalty for each incident causing breach of availability SLA and 10% for each incident causing breach of latency SLA
|· minimum replication factor of 3 on all keyspaces
· add capacity or remove data when requested by Instaclustr to maintain disk usage in normal operations at less than 70%
· comply with reasonable requests from Instaclustr to modify application for best practice Cassandra usage
12+ production nodes
|· 100% availability for LOCAL_QUORUM consistency operations
· custom latency SLA negotiable (or use medium SLA)3
· 100% of monthly fees at risk in total; 30% penalty for each incident causing breach of availability SLA and 10% penalty for each incident causing breach of latency SLA
|· minimum replication factor of 5 on all keyspaces
· separate testing and production clusters
· Customer notifies that they wish to receive this SLA, commissions Instaclustr to review their application for best practice alignment and actions finding from that review
· Instaclustr review prior to deploying changes that may impact latency SLA
· comply with reasonable requests from Instaclustr to modify application for best practice Cassandra usage
1 – SLA tier is per-cluster and based on the number of nodes in the cluster. Penalties are calculated based on the fees payable for the cluster or clusters impacted by the incident.
2 – Service levels are measured on monthly basis based on Instaclustr’s monitoring systems. All service levels exclude outages caused by non-availability of service at the underlying cloud provide region level or availability zone level in regions which only support two availability zone.
3 – Latency is measured at a minimum rate of one read/write pair per node per 20 second period. Latency SLA excludes incidents where the cause is determined to be changes to a customer’s application or unusually high loads on the cluster. Latency SLAs apply to production clusters only.
4 – Availability is measured by Instaclustr’s synthetic monitoring at a minimum rate of one read/write pair per node per 20 second period. A cluster is considered to be unavailable where read/write operations fail for a majority of nodes in the cluster in a given check-in period.
5 – Where a customer meets requirements for a tier based on cluster size but does not meet other requirements for a tier, the highest level of SLA where all requirements are met will apply.
6 – All SLAs excluded issues caused by customer actions including but not limited to attempting to operate a cluster beyond available processing or storage capacity.
Instaclustr does not currently provide availability or latency SLAs for additional services such as Apache Spark or Apache Zeppelin used in conjunction with Cassandra. This is primarily due to the potential impact of user code on availability of these environment. Should you require an SLA for a specific usage of these tools then please contact us to discuss a custom SLA.
Effective: 21 October 2014
1.1 See Instaclustr Standard Terms of Service available at https://www.instaclustr.com/support/policies.
2.1 This document sets out the cancelation policy applicable to the use of the Sites and Service provided by Instaclustr.
2.2 Instaclustr offers the Service as follows:
- On-demand. You may order this Service by following the directions on the Site. You will charged for your use of the Service monthly in arrears until you choose to cancel the Service.
- Annual Service plan. You may order this Service by following the directions on the Site. Once you order the Service, your subscription will automatically renew at the current Annual Plan price unless you notify us before the Service Completion Date in your Annual Plan Agreement.
- Startup Service plan. You may order this Service by following the directions on the Site. To qualify for a Startup Service plan you must be able to verify that you generate less than $3M in annual revenue and less than $30M in capital raised.
2.3 Fees may be applicable for cancellation of an Annual Service Plan or a Startup Service Plan prior to the Service Completion Date. You should understand your Annual Service Plan or Startup Service Plan cancellation fees prior to executing your Agreement with Instaclustr.
3.0 Cancelling Accounts
3.1 All Instaclustr accounts are provided free of charge and there is no limit to the number of accounts you may have registered with us. A Service may only be activated through a valid Account.
3.2 You may cancel your Instaclustr account at any time that it does not have an active Service associated with your Account.
3.3 If you have active Services associated with your Account, you must first cancel all active Services on your Account and finalise any outstanding Service Charges and pay any associated cancellation fees before your Account can be cancelled.
3.4 We may suspend or cancel your account with or without notice where you have breached our Terms of Service. This may include deletion of any and all User Content and Data hosted within our Service.
4.0 Cancelling On-Demand Service
4.1 You may cancel an On-Demand Service at any time through the Instaclustr Service Desk and/or through the Instaclustr support portal. Instaclustr will calculate your final Service Charge based on your usage to the time your cancellation request is received by us rounded up to the nearest day for each node associated with that On-Demand Service. Refer to Standard Terms of Service for the method of calculation of On-demand Service Charges.
4.2 You will be immediately billed using the payment method you established and agreed with Instaclustr in accordance with our Standard Terms of Service.
4.3 Instaclustr may suspend your access to your Account, User Content and data until you have paid all outstanding Service Charges and applicable cancellation fees.
4.4 Cancellation of an On-Demand Service will result in deletion of your data stored on that Service. You are responsible for moving, removing and/or archiving data stored within that Service prior to cancellation.
5.0 Cancelling an Annual Service Plan or a Startup Service Plan
5.1 You may cancel an Annual Service Plan or Startup Service Plan on request through the Instaclustr Service Desk. If you do cancel an Annual Service Plan or Startup Service Plan any Service Charges paid by you in advance are not refundable (see Standard Terms and Conditions Section 4.0 Service and Payment).
5.2 If your Annual Service Plan or Startup Service Plan is paid by instalments, Instaclustr may charge you cancellation fees for early termination. Unless otherwise agreed by Instaclustr and included in your Annual Service Plan or Startup Service Plan, cancellation fees shall be calculated as:
((The total service charge for the Annual Plan) – (Instalments Paid by you)) x 50%
5.3 You will be immediately billed using the payment method you established and agreed with Instaclustr in accordance with our Standard Terms of Service.
5.4 Instaclustr may suspend your access to your Account, User Content and data until you have paid all outstanding Service Charges and applicable cancellation fees.
5.5 Cancellation of an Annual Service Plan or Start Service Plan will result in deletion of your data stored on that Service. You are responsible for moving, removing and/or archiving data stored within that Service prior to cancellation.
Effective: 21 October 2014
In accordance with the DMCA, we’ve adopted the policy below toward copyright infringement. We reserve the right to (1) block access to or remove material that we believe in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users and (2) remove and discontinue service to repeat offenders.
- Procedure for Reporting Copyright Infringements. If you believe that material or content residing on or accessible through the Services infringes your copyright (or the copyright of someone whom you are authorized to act on behalf of), please send a notice of copyright infringement containing the following information to Instaclustr’s Designated Agent to Receive Notification of Claimed Infringement (our “Designated Agent,” whose contact details are listed below):
- A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
- Identification of works or materials being infringed;
- Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Instaclustr is capable of finding and verifying its existence;
- Contact information about the notifier including address, telephone number and, if available, email address;
- A statement that the notifier has a good faith belief that the material identified in (1)(c) is not authorized by the copyright owner, its agent, or the law; and
- A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.
- Once Proper Bona Fide Infringement Notification is Received by the Designated Agent. Upon receipt of a proper notice of copyright infringement, we reserve the right to:
- remove or disable access to the infringing material;
- notify the content provider who is accused of infringement that we have removed or disabled access to the applicable material; and
- terminate such content provider’s access to the Services if he or she is a repeat offender.
- Procedure to Supply a Counter-Notice to the Designated Agent. If the content provider believes that the material that was removed (or to which access was disabled) is not infringing, or the content provider believes that it has the right to post and use such material from the copyright owner, the copyright owner’s agent, or, pursuant to the law, the content provider may send us a counter-notice containing the following information to the Designated Agent:
- A physical or electronic signature of the content provider;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;
- A statement that the content provider has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
- Content provider’s name, address, telephone number, and, if available, email address, and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the content provider’s address is located, or, if the content provider’s address is located outside the United States, for any judicial district in which Instaclustr is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Designated Agent, Instaclustr may in its discretion send a copy of the counter-notice to the original complaining party informing that person that Instaclustr may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider accused of committing infringement, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at Instaclustr’s discretion.
Please contact Instaclustr’s Designated Agent at the following address: