Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Substrate Systems Inc. ("Substrate," "we," "us," or "our"), governing your access to and use of the Substrate platform, including all associated services, features, content, and applications (collectively, the "Service").

By creating an account, accessing, or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and "you" and "your" will refer to that organization.

If you do not agree to these Terms, you must not access or use the Service.

Substrate is a unified multi-cloud infrastructure management platform that provides:

• Kubernetes cluster management across Amazon Web Services (AWS), Google Cloud Platform (GCP), and Microsoft Azure
• Automated workload optimization with continuous right-sizing and auto-scaling
• Virtual machine provisioning and lifecycle management
• CI/CD pipeline integration with major Git providers
• Real-time cost monitoring, billing reconciliation, and spend optimization
• Domain registration, DNS management, and SSL certificate provisioning
• Container registry management and secrets management
• Monitoring, observability, alerting, and audit trail capabilities
• GitOps synchronization and preview environment management

The Service is provided as a cloud-hosted software-as-a-service (SaaS) platform accessible via web browser. Features and availability may vary by subscription plan.

To use the Service, you must create an account by providing accurate, current, and complete information. You agree to maintain and promptly update your account information to keep it accurate.

You are responsible for:

• Maintaining the confidentiality of your account credentials, including passwords and API tokens
• All activities that occur under your account, whether or not authorized by you
• Configuring and maintaining multi-factor authentication (MFA) when required by your organization's security policies
• Notifying Substrate immediately of any unauthorized use of your account or any other security breach

Organization administrators are responsible for managing user access, roles, and permissions within their organization, including the timely removal of access for departing team members.

Substrate offers multiple subscription tiers, including a free Starter plan, a usage-based Pro plan, and custom Enterprise plans. Current pricing and plan details are available at substratecore.com/pricing.

Usage-Based Billing. Pro plan charges are calculated based on actual usage (per VM-minute of compute resources consumed). Usage is metered continuously, and invoices are generated on a monthly billing cycle.

Payment Processing. All payments are processed securely through Stripe, our third-party payment processor. Substrate does not directly store credit card numbers or bank account details. By providing payment information, you also agree to Stripe's terms of service.

Credits. The Starter plan includes an initial credit balance. Credits are non-transferable and expire according to the terms under which they were issued.

Auto-Renewal. Paid subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of the current billing period.

Late Payment. Invoices not paid within thirty (30) days of the due date may result in suspension of your access to the Service. We will provide at least fourteen (14) days' written notice before suspending access for non-payment.

Taxes. Fees are exclusive of applicable taxes. You are responsible for all taxes, duties, and levies imposed by governmental authorities, except for taxes based on Substrate's income.

Subject to your compliance with these Terms and payment of applicable fees, Substrate grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service during the term of your subscription, solely for your internal business purposes.

This license does not include any right to access the underlying source code of the Service. The Service is licensed, not sold, and Substrate reserves all rights not expressly granted herein.

You agree not to:

• Copy, modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Service
• Sublicense, resell, rent, lease, transfer, assign, or otherwise dispose of the Service or any rights therein to any third party
• Use the Service in any manner that could damage, disable, overburden, or impair the Service or interfere with any other party's use
• Attempt to gain unauthorized access to any part of the Service, other accounts, computer systems, or networks connected to the Service
• Use the Service for any illegal, fraudulent, or unauthorized purpose or in violation of any applicable law or regulation
• Use automated scripts, bots, or scrapers to access the Service, except through our published APIs in accordance with their documentation
• Publish benchmarks or performance tests of the Service without Substrate's prior written consent
• Exceed any usage limits, rate limits, or resource quotas associated with your subscription plan
• Use the Service to store or transmit malicious code, malware, or any content that infringes the intellectual property rights of others
• Remove, alter, or obscure any proprietary notices, trademarks, or branding within the Service

You retain all right, title, and interest in and to any data, content, configurations, code, and materials you submit to or create through the Service ("Customer Data"). Substrate does not claim ownership of your Customer Data.

You grant Substrate a limited, non-exclusive, worldwide license to use, process, store, and transmit Customer Data solely as necessary to provide, maintain, and improve the Service in accordance with these Terms and our Privacy Policy.

You are solely responsible for the accuracy, quality, integrity, legality, and appropriateness of all Customer Data and for obtaining all necessary consents and permissions for its use within the Service.

The Service allows you to connect third-party cloud provider accounts (such as AWS, GCP, and Azure) by providing access credentials. When you provide cloud provider credentials:

• You authorize Substrate to act on your behalf within those cloud provider accounts to the extent necessary to deliver the Service
• You are solely responsible for the security and management of your cloud provider accounts and any costs incurred therein
• Substrate will encrypt all cloud provider credentials at rest and in transit and will use them only to perform operations you initiate or authorize through the Service
• Substrate is not responsible for any actions taken by third-party cloud providers or for outages, data loss, or costs incurred within your cloud provider accounts

You remain bound by the terms and conditions of your agreements with each cloud provider.

The Service, including all software, algorithms, interfaces, designs, documentation, and proprietary technology, is and remains the exclusive property of Substrate Systems Inc. and its licensors. The Service is protected by copyright, trademark, trade secret, and other intellectual property laws.

The Substrate name, logo, and all related product and service names, designs, and slogans are trademarks of Substrate Systems Inc. You may not use these marks without our prior written permission.

We may use aggregated, anonymized, and de-identified data derived from your use of the Service for purposes of improving, benchmarking, and marketing the Service, provided such data cannot be used to identify you or your organization.

Substrate targets 99.99% uptime for the Service API, measured on a monthly basis ("Uptime Commitment"). This Uptime Commitment excludes scheduled maintenance (for which we will provide reasonable advance notice), force majeure events, and downtime caused by factors outside our reasonable control.

If Substrate fails to meet the Uptime Commitment in any calendar month, eligible customers on paid plans may request service credits in accordance with the following schedule:

• 99.9% to 99.99% uptime: 10% credit of that month's fees
• 99.0% to 99.9% uptime: 25% credit of that month's fees
• Below 99.0% uptime: 50% credit of that month's fees

Service credit requests must be submitted within thirty (30) days of the end of the affected month. Service credits are your sole and exclusive remedy for any failure to meet the Uptime Commitment.

Support availability and response times vary by subscription plan:

• Starter: Community support via documentation and forums
• Pro: Priority email support with response within one (1) business day
• Enterprise: Dedicated support with custom SLA, onboarding assistance, and a designated account manager

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE.

Substrate does not warrant that the Service will be uninterrupted, error-free, or completely secure. We do not warrant that the Service will meet your specific requirements or that defects will be corrected. Any reliance on the Service is at your own risk.

Substrate does not control and is not responsible for the availability, performance, or security of third-party cloud providers, payment processors, or other third-party services integrated with the Service.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SUBSTRATE, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR OTHER INTANGIBLE LOSSES, REGARDLESS OF THE THEORY OF LIABILITY.

SUBSTRATE'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO SUBSTRATE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, the limitations above shall apply to the fullest extent permitted by applicable law.

You agree to indemnify, defend, and hold harmless Substrate Systems Inc., its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Service
• Your violation of these Terms
• Your violation of any applicable law, rule, or regulation
• Your Customer Data or any content you submit through the Service
• Any unauthorized access to or use of your account
• Any third-party claims arising from your use of connected cloud provider accounts

Substrate will indemnify you against third-party claims alleging that the Service, as provided, infringes any third-party intellectual property right, provided you promptly notify Substrate of the claim and cooperate fully in the defense.

Termination by You. You may terminate your account and these Terms at any time by canceling your subscription through your account settings. Termination takes effect at the end of the current billing period. You remain responsible for all fees incurred prior to the effective date of termination.

Termination by Substrate. Substrate may suspend or terminate your access to the Service immediately, without prior notice, if you breach any provision of these Terms, fail to pay applicable fees after notice, or engage in conduct that we reasonably determine may cause harm to the Service, other users, or third parties.

Effect of Termination. Upon termination, your right to access the Service ceases immediately. Substrate will make your Customer Data available for export for thirty (30) days following the effective date of termination. After this period, we may delete your Customer Data and are under no obligation to retain it.

Sections relating to intellectual property, limitation of liability, indemnification, disclaimer of warranties, and governing law survive termination of these Terms.

You may export your Customer Data at any time during your subscription through the Service's API or export features. Upon written request, Substrate will provide reasonable assistance in exporting your data in a standard, machine-readable format.

Following termination and the expiry of the thirty (30) day data retrieval period, Substrate will delete your Customer Data from our active systems within ninety (90) days. Residual copies in backup systems will be deleted in accordance with our standard backup rotation schedule.

Substrate reserves the right to modify these Terms at any time. For material changes, we will provide at least thirty (30) days' advance notice via email to the address associated with your account or through a prominent notice within the Service.

Your continued use of the Service after the effective date of any modification constitutes your acceptance of the updated Terms. If you do not agree to the modified Terms, you must discontinue use of the Service and terminate your account before the changes take effect.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Any dispute arising out of or relating to these Terms or the Service shall first be submitted to good-faith negotiation between the parties for a period of thirty (30) days. If the dispute is not resolved through negotiation, it shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.

Notwithstanding the foregoing, either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property rights or confidential information.

Neither party shall be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay results from circumstances beyond the party's reasonable control, including but not limited to natural disasters, acts of war or terrorism, pandemics, government actions, power outages, internet service disruptions, or failures of third-party cloud providers.

Entire Agreement. These Terms, together with the Privacy Policy and any applicable order form or enterprise agreement, constitute the entire agreement between you and Substrate with respect to the Service and supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written.

Severability. If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

Waiver. The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

Assignment. You may not assign or transfer these Terms without Substrate's prior written consent. Substrate may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.

Notices. All notices to Substrate should be sent to legal@substratecore.com. Notices to you will be sent to the email address associated with your account.

If you have any questions about these Terms of Service, please contact us: