Terms of Service

1. Definitions

"Services" means any hosting, server, private AI infrastructure, domain, email, security, software, support or professional service we supply to you.

"Account" means your client account with us.

"Content" means any data, code, media, model weights, prompts, outputs or other material you or your users store, transmit or process using the Services.

"Consumer" has the meaning given in the Consumer Guarantees Act 1993.

"Business Customer" means a customer acquiring the Services for the purposes of a business.

2. Eligibility and your account

2.1 You must be at least 18 years old and legally able to enter into a binding contract.

2.2 You must provide accurate, current and complete information when opening an Account, and keep it up to date. We may suspend or terminate an Account containing information we reasonably believe to be false, incomplete or fraudulent.

2.3 You are responsible for all activity that occurs under your Account, including activity by your staff, contractors, clients and end users. You must keep your credentials secure and notify us immediately of any suspected unauthorised access.

2.4 We may require identity verification before activating or continuing a service.

3. Provision of the Services

3.1 We will supply the Services with reasonable care and skill.

3.2 Service specifications, resource allocations and features are as described on our website or in your order at the time of purchase. We may make reasonable changes to improve or maintain the Services, provided any change does not materially reduce the core functionality you have paid for.

3.3 Some Services are provisioned on infrastructure operated by third-party providers. We may change the underlying infrastructure or data centre region provided the published specification of your plan continues to be met.

3.4 Certain Services are resold from third-party vendors. Those Services are additionally subject to the vendor's own terms, and our obligations to you in respect of them are limited to what the vendor makes available to us.

3.5 Beta, preview and trial features are supplied "as is" and may be changed or withdrawn at any time.

4. Fees, billing and taxes

4.1 Fees are those published at the time of your order or as set out in a written quote. Prices are stated in New Zealand dollars unless otherwise indicated.

4.2 Services are billed in advance for the billing cycle you select. Multi-year terms are billed as a single amount for the full period.

4.3 Invoices are due on the due date shown. If payment is not received we may suspend the Services after reasonable notice, and may charge interest on overdue amounts at 1.5% per month, plus reasonable costs of recovery including debt collection and legal costs.

4.4 GST and any other applicable taxes or duties are payable in addition to the fees, except where the price is expressly stated to include them.

4.5 We may change our prices. For recurring Services, price changes take effect at your next renewal and we will give you at least 30 days' notice before that renewal.

4.6 Where you have prepaid for a multi-year term, the price is fixed for that term.

4.7 Chargebacks or payment reversals made without first raising the issue with us are a breach of these Terms. We may suspend the Account and recover the disputed amount plus any fees we incur.

5. Renewals and cancellation

5.1 Services renew automatically at the end of each billing cycle unless cancelled.

5.2 You may cancel a Service at any time through your Account or by contacting support. Cancellation takes effect at the end of the current paid period unless you request immediate termination.

5.3 Domain names are subject to registry rules and are dealt with in the Domain Registration Agreement. Domain fees are non-refundable once a registration, renewal or transfer has been submitted to the registry.

6. Refunds and money-back guarantee

6.1 Where we advertise a money-back guarantee for a Service, it applies to the first payment for that Service only, within the stated period, and covers the service fee only. It does not cover domain registrations, SSL certificates, licences, third-party products, setup fees, or professional services already performed.

6.2 Refunds are not available where the Service has been terminated by us for breach of these Terms or the Acceptable Use Policy.

6.3 Nothing in this clause limits any right you may have under the Consumer Guarantees Act 1993.

7. Your obligations and Content

7.1 You retain all ownership of your Content. You grant us a limited licence to host, copy, transmit, display and back up your Content solely as necessary to provide, secure and support the Services.

7.2 You are solely responsible for your Content and for ensuring you have all necessary rights, consents and licences for it.

7.3 You must comply with our Acceptable Use Policy and with all applicable laws, including the Privacy Act 2020, the Fair Trading Act 1986, the Unsolicited Electronic Messages Act 2007, the Harmful Digital Communications Act 2015 and the Copyright Act 1994, and any equivalent laws in the jurisdictions where you or your users are located.

7.4 You must not use the Services in a way that harms our infrastructure, other customers, or our relationship with our suppliers or upstream providers.

8. Private AI and machine learning services

8.1 Where we supply infrastructure for hosting AI or machine learning models, you are responsible for the models you deploy, the data you process, and the outputs generated.

8.2 We do not train on, inspect, or reuse your models, prompts or outputs, except to the limited extent needed to operate, secure or support the Service, or where required by law.

8.3 Open-source and third-party models are licensed by their respective owners. You are responsible for complying with those licences and any use restrictions.

8.4 AI outputs may be inaccurate, incomplete, biased or unsuitable for a given purpose. You must not rely on AI outputs for medical, legal, financial, safety-critical or other high-risk decisions without appropriate human review. We give no warranty as to the accuracy, fitness or legality of any output produced by models you run.

8.5 You are responsible for meeting any AI-specific regulatory obligations that apply to you, including transparency, record-keeping and risk-assessment requirements in the jurisdictions where you operate.

9. Backups and data

9.1 Where a plan includes backups, we will make reasonable efforts to maintain them for the retention period stated for that plan. Backups are provided as a courtesy convenience and are not a substitute for your own backup regime.

9.2 You are responsible for maintaining your own independent backups of any Content you cannot afford to lose.

9.3 On termination we may delete your Content after the retention period stated in clause 13. Export your data before terminating.

10. Availability and support

10.1 We target 99.9% network availability per calendar month for hosting Services, measured at our network edge and excluding scheduled maintenance, emergency maintenance, force majeure events, faults in your own Content or configuration, and failures in third-party networks or services outside our reasonable control.

10.2 Where a Service is covered by a written service level agreement, the remedies in that agreement are your sole and exclusive remedy for failure to meet the stated availability target.

10.3 We provide technical support through the channels and at the hours published for your plan. Support covers the Services we supply. It does not extend to development, debugging of your own application code, or third-party software we do not supply, except where separately agreed.

10.4 We will give reasonable notice of planned maintenance where practicable. Emergency maintenance may be carried out without notice.

11. Suspension

11.1 We may suspend a Service immediately and without notice where we reasonably believe it is necessary to protect our infrastructure, other customers, or any person; where there is a security incident; where the Service is being used unlawfully or in breach of the Acceptable Use Policy; or where we are required to do so by law or by an upstream provider.

11.2 Otherwise we will give you notice and, where the issue is capable of remedy, a reasonable opportunity to fix it.

11.3 Suspension does not relieve you of your obligation to pay fees for the suspended period unless the suspension was due to our fault.

12. Termination

12.1 Either party may terminate a Service by giving notice before the end of the current billing cycle.

12.2 We may terminate immediately if you materially breach these Terms and do not remedy the breach within 7 days of notice, if the breach is not capable of remedy, if you become insolvent or bankrupt or have a receiver, liquidator or administrator appointed, or if continued supply would expose us to legal or regulatory risk.

12.3 On termination, all outstanding fees become immediately payable.

13. Data after termination

13.1 After termination we will retain your Content for 14 days, during which you may request an export. After that period we may permanently delete it.

13.2 Where an Account is terminated for serious breach, abuse, or unlawful activity, we may delete Content immediately.

14. Intellectual property

14.1 We retain all intellectual property rights in the Services, our website, our documentation, our configurations, tooling and control panels. Nothing in these Terms transfers any of those rights to you.

14.2 You may not copy, resell, reverse engineer or create derivative works from our platform or tooling except to the extent permitted by law or expressly permitted under a reseller arrangement with us.

15. Confidentiality

Each party will keep confidential any non-public information of the other party disclosed in connection with the Services, and use it only for the purposes of the agreement. This does not apply to information that is public through no fault of the receiving party, independently developed, or required to be disclosed by law.

16. Warranties and consumer rights

16.1 Where you are a Consumer, you have guarantees under the Consumer Guarantees Act 1993 and rights under the Fair Trading Act 1986 that cannot be excluded. Nothing in these Terms limits or excludes those rights.

16.2 Where you acquire the Services for the purposes of a business, you agree that the Consumer Guarantees Act 1993 does not apply, and that sections 9, 12A, 13 and 14(1) of the Fair Trading Act 1986 do not apply, to the supply of the Services. You acknowledge this exclusion is fair and reasonable, that both parties are in trade, and that it is reflected in the price of the Services.

16.3 Subject to clauses 16.1 and 16.2, and to the maximum extent permitted by law, the Services are supplied without warranties of any kind, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, uninterrupted operation, or freedom from error.

16.4 We do not warrant that the Services will be uninterrupted, error free, or that all data will be preserved.

17. Limitation of liability

17.1 Nothing in these Terms limits liability that cannot lawfully be limited, including liability for death or personal injury caused by negligence, for fraud, or under the Consumer Guarantees Act 1993 where it applies.

17.2 Subject to clause 17.1, and to the maximum extent permitted by law, neither party is liable to the other for any indirect, consequential, special or incidental loss, or for loss of profits, revenue, goodwill, anticipated savings, business opportunity, or loss or corruption of data, however arising.

17.3 Subject to clause 17.1, and to the maximum extent permitted by law, our total aggregate liability to you in connection with the Services, whether in contract, tort (including negligence), equity, under statute or otherwise, is limited to the total fees you paid us for the affected Service in the three (3) months immediately before the event giving rise to the liability.

17.4 You must notify us of any claim within twelve (12) months of the date you became aware, or ought reasonably to have become aware, of the circumstances giving rise to it.

17.5 We are not liable for any loss to the extent it is caused by your breach of these Terms, your Content, your configuration, your third-party software, or your failure to maintain independent backups.

18. Indemnity

You indemnify us against all claims, losses, damages, fines, penalties and reasonable legal costs we incur arising from your Content, your use of the Services, your breach of these Terms or the Acceptable Use Policy, your infringement of any third-party rights, or any claim brought by your own customers or end users in connection with your use of the Services.

19. Force majeure

Neither party is liable for failure or delay in performing its obligations (other than payment obligations) caused by events beyond its reasonable control, including natural disaster, earthquake, fire, flood, war, terrorism, civil unrest, epidemic, government action, industrial action, failure of telecommunications or power networks, cyber attack, or failure of an upstream provider.

20. Changes to these Terms

20.1 We may amend these Terms. We will publish the amended Terms on this page and update the "Last updated" date.

20.2 Where an amendment materially and adversely affects you, we will give you at least 30 days' notice by email or through your Account. If you do not accept the change you may terminate the affected Service before the change takes effect and receive a pro-rata refund of prepaid fees for the unused period.

20.3 Continued use of the Services after the effective date constitutes acceptance.

21. Notices

Notices to you may be sent to the email address on your Account or posted in your Account. Notices to us must be sent through our support system or to the contact address published on our website. Notices are deemed received on the next business day after sending.

22. Assignment

You may not assign or transfer your rights under these Terms without our prior written consent. We may assign or novate these Terms as part of a sale, merger or reorganisation of our business, on notice to you.

23. Governing law and jurisdiction

23.1 These Terms are governed by the laws of New Zealand.

23.2 The parties submit to the exclusive jurisdiction of the courts of New Zealand.

23.3 Where you are a Consumer resident outside New Zealand, this clause does not deprive you of the protection of any mandatory consumer law of your country of residence.

24. Dispute resolution

24.1 Before commencing proceedings, each party will use reasonable efforts to resolve the dispute by discussion. Please raise any dispute with our support team first.

24.2 If the dispute is not resolved within 30 days, either party may refer it to mediation in New Zealand before commencing court proceedings, except where urgent injunctive relief is required.

25. General

25.1 If any provision is held to be unenforceable, it will be modified to the minimum extent necessary, or severed, and the remainder will continue in force.

25.2 A failure or delay in exercising a right is not a waiver of it.

25.3 These Terms, together with the Privacy Policy, Acceptable Use Policy and any applicable service-specific agreement, constitute the entire agreement between the parties and supersede all prior representations, except that nothing excludes liability for fraudulent misrepresentation.

25.4 Nothing in these Terms creates a partnership, joint venture, employment or agency relationship.

25.5 A person who is not a party to these Terms has no right to enforce any of its provisions, except as expressly stated.

26. Contact

Questions about these Terms can be sent through our contact page (/contact-us) or raised as a ticket from your Account.