Terms and Conditions

Last Updated: December 19, 2024

Introduction

This document outlines the Service Terms and Service Level Agreements (SLA) governing your use of Cloudidr's services. Cloudidr offers two distinct services: Disaster Recovery Compute Service (DRCS) and Schedule Compute Service (SCS), each with specific terms and SLAs.

These Service Terms and Service Level Agreement ('Service Terms') supplement and amend the Customer Agreement between Cloudidr and Customer. In the event of any conflict or inconsistency between these Service Terms and the Customer Agreement, these Service Terms shall take precedence and control with respect to the Services described herein. For matters not explicitly addressed in these Service Terms, the Customer Agreement shall govern. Terms defined in these Service Terms supersede any conflicting definitions in the Customer Agreement.

1. Disaster Recovery Compute Service (DRCS)

1.1 Service Description

DRCS provides high-availability compute services enabling businesses to recover their applications in a designated failover region. Customers can purchase one or more Disaster Recovery (DR) policies for their failover regions. DRCS is specifically designed and must be used exclusively for DR events.

1.2 Disaster Recovery Policy Terms

Each DR policy includes:

• Designated region and availability zone (AZ)

• Specified instance types and quantities

• 12-month term commitment

• Usage limitations:

  • 96 total hours of usage per instance within 12 months

  • Maximum 48 continuous hours of usage per instance

  • Concurrent utilization of all policy-defined instances

  • Maximum 3 activation requests per 12-month period

• Policy terms:

  • Non-refundable

  • Modifications permitted only for same-region upgrades, subject to Cloudidr's capacity

  • All instances within a policy must be utilized in the same Region/AZ

1.3 DR Policy Availability (DRPA)

• Target availability: 99.999% for policy-specified instances

• Measurement: Based on instance availability during DR event activations

• Service Credits eligibility for non-compliance with SLA

1.4 DRCS Service Level Agreement

1.4.1 Availability Target

• 99.999% instance availability (excluding scheduled maintenance)

• Maximum allowable downtime: 6 minutes per year during policy usage

1.4.2 Availability Exceptions

• Force majeure events

• Cloud service provider failures in their AZ or regions

• Scheduled maintenance (with 48-hour advance notice)

1.4.3 Service Credits

• Below 99.999%: 10% credit

• Below 99.0%: 25% credit

• Non-availability: 100% credit for affected instance-minutes

2. Schedule Compute Service (SCS)

2.1 Service Description

SCS provides discounted compute resources for customers with flexible usage schedules through advance capacity reservation. Billing is based on usage-minutes, rounded up to the nearest minute.

2.2 SCS Policy Terms

• Full refund: Within 10 minutes of creation and before policy start

• 80% credit: When cancelled ≥24 hours before start time

• Early termination: Unused instance-hours credited to a maximum of up to 20% of purchase price 

• Modifications: Not permitted

2.3 SCS Service Level Agreement

• Availability target: 99% during reservation period

• Maximum downtime: Approximately 14 minutes per 24/7 usage

• Service credits: 100% credit for unavailable reserved instance-minutes

3. Definitions

3.1 Instance-Minutes

Total minutes of usage per specific instance type. Example: m7g.xlarge used for 1.5 hours = 90 instance-minutes

3.2 Instance-Minutes Price

Calculated as: (per-minute price) × (instance-minutes) Example: $0.50 per minute × 90 minutes = $45

3.3 Disaster Recovery (DR) Events

Qualifying Events:

• Physical infrastructure damage from:

  • Criminal activities

  • Military actions

  • Natural hazards

• Accidental fire or building damage

• Extended power outages exceeding backup capacity

• Cyber incidents causing infrastructure disability

Non-Qualifying Events:

• Temporary shutdowns from operator error

• Reversible software upgrade issues

• Issues resolvable through power cycling

4. Service Credit Claims

Please email with details of the failure, account, and policy number/name to claims@cloudidr.com

5. Modifications to Terms

5.1 Right to Modify

• Cloudidr reserves the right to modify these Service Terms, including pricing, at any time.

• Changes may be made to reflect:

  • Service improvements

  • Market conditions

  • Legal or regulatory requirements

  • Operational needs

5.2 Notice of Modifications

• Material changes: 30 days advance notice

• Non-material changes: Effective upon posting

• Notice will be provided through:

  • Email to account administrators

  • Dashboard notifications

  • Service documentation updates

• Each notification will include:

  • Summary of changes

  • Effective date

  • Any required customer actions

5.3 Acceptance of Changes

• Continued use of Services after the effective date constitutes acceptance of modified terms

• For material changes affecting DR policies:

  • Existing policies continue under original terms until renewal

  • New or renewed policies follow modified terms

• For Schedule Compute Service:

  • Existing reservations honored under original terms

  • New reservations subject to current terms

5.4 Customer Rights

• If you do not agree with material changes:

  • DR Policies: Complete current term under existing terms

  • Schedule Compute: Complete existing reservations

  • Option to not renew under new terms

• Early termination options available per standard cancellation policies

5.5 Emergency Changes

1. Immediate changes may be implemented if required for:

   1. Security reasons

   2. Legal compliance

   3. Critical system stability

2. Notice will be provided as soon as practicable