Comhard Technologies Private Limited – Virtual Private Server (VPS) / Dedicated Server Rental / Other Service Agreement

This Agreement ("Agreement") is entered into between You, individually or on behalf of the entity you represent, hereinafter referred to as "You," "Your," "the Customer," "the partner/reseller" or "the Client," and Comhard Technologies Pvt. Ltd., hereinafter referred to as "Comhard." This Agreement governs your subscription to and use of Comhard’s Virtual Private Server ("VPS") services and related cloud services (collectively, the "Service").

Recitals

WHEREAS, Comhard provides managed services, including Virtual Private Servers, cloud infrastructure, and related web services through its data centers and public cloud platforms;

WHEREAS, you desire to use Comhard’s VPS services for lawful business or personal use in compliance with all applicable laws and this Agreement;

WHEREAS, both parties recognize the decentralized nature of the Internet, which prevents Comhard from guaranteeing uninterrupted access to the Service at all times. However, Comhard shall make all reasonable efforts to ensure Service continuity with minimal interruptions.

1. Structure and Precedence of Terms

This Agreement comprises "General Terms" and "Service-Specific Terms" applicable to certain components. In case of a conflict, Service-Specific Terms shall supersede General Terms regarding the conflicting aspect.

2. Eligibility and Acceptance

Eligibility: To subscribe to and use the Service, you must be of legal age and have the authority to enter into a binding contract under the Indian Contract Act, 1872.
Acceptance of Terms: By using the Service, you agree to the terms of this Agreement. If you disagree with any provision herein, you must not use or access the Service. Your continued use of the Service signifies your acceptance of all terms.

3. Description of Service

Comhard provides Virtual Private Server (VPS) services that enable the Client to access a secure, virtualized server environment within Comhard’s cloud infrastructure.

Scope of Service: The Service grants access to a dedicated virtual server environment that allows the Client to store, manage, and distribute data for various lawful purposes, both personal and business-related.
Internet Access: Access to the Service requires the Client to have a stable internet connection and compatible devices. The Client is solely responsible for obtaining and maintaining internet access and ensuring the required configurations are in place.
Service Provided “As-Is” Comhard provides the Service without guarantees regarding uninterrupted access, error-free operation, or specific performance metrics. The Client acknowledges that Service availability may be affected by factors beyond Comhard’s control, such as third-party issues or network outages.

4. Term of Service and Renewals

Initial Term: This Agreement becomes effective upon Service activation and shall continue for the term ("Term") chosen by the Client at the time of subscription.
Price Changes and Charges: Comhard reserves the right to adjust future pricing based on market conditions and operational costs. Comhard also reserves the right to revise pricing for previous services, including implementing charges for services previously offered at no cost or modifying charges for past service periods as deemed necessary.

5. Payment Terms and Financial Obligations

Billing and Invoicing: Comhard will issue invoices in advance, with all fees, including setup fees, due upon receipt. Payments must be made in accordance with the invoiced terms. Service commencement is contingent upon full payment.
Non-Refundable Charges: Setup fees, one-time charges, the first month’s service fee, and any customizations are strictly non-refundable
Late Payments: In cases of delayed payments, Comhard reserves the right to impose late fees, interest charges, and other penalties as per applicable laws. Unpaid balances beyond the due date may lead to Service suspension or termination, and the Client will remain liable for all outstanding fees.
Failure to Pay: Failure to remit payment in full by the invoice due date will result in Service suspension. Comhard reserves the right to delete data held in a disconnected or suspended state on expiry date if payment is not made. This is an automated system driven process.

6. Termination of Agreement

Termination by Either Party: Either party may terminate this Agreement for convenience, without cause, by providing 30 days' written notice. The Client is responsible for service fees up to the termination date. No refunds will be issued for termination before the expiry of the agreed Term.
Termination by Comhard for Cause: Comhard reserves the right to terminate this Agreement immediately and without prior notice if the Client breaches any terms of this Agreement, violates Comhard’s Acceptable Use Policy, or fails to make timely payments.
Data Recovery Post-Termination: Upon termination or suspension, all data associated with the Client's account may be permanently deleted. Comhard holds no obligation to retain or recover any data after termination unless explicitly agreed upon in writing.

7. Refund Policy

Non-Cancelable Orders: Once an order is placed and payment is received, the Client cannot cancel the order or claim a refund.
Eligibility for Refunds: Refunds will only be considered if the issue or error is solely attributable to Comhard’s services. Refund requests related to Client-side issues, including incompatibility, misconfiguration, or user errors, will not be accepted.
Refund Request Process: All refund requests must be submitted in writing to contact@comhard.co.in within seven (7) days of purchase. Approved refunds may take up to 90 days to process and will be issued in the same currency used for the original payment.

8. Data Backup Responsibility and Limitation of Liability

Client’s Responsibility for Data Backup: The Client is solely responsible for maintaining and managing reliable backups of all data hosted on Comhard’s VPS, other services or products.
Limitation of Liability for Data Loss: Comhard shall not be liable for any data loss, including but not limited to loss caused by server or hardware failure, data corruption, natural disasters, cyber-attacks, or Client-side errors, including failure to pay on time.
Optional Backup Services: Clients may opt to purchase additional backup services. However, Comhard does not guarantee data retrieval or restoration and disclaims any liability if data cannot be recovered from these backups.

9. Compliance with Applicable Laws and Policies

Lawful Use Requirement: The Client agrees to use Comhard’s services solely for lawful purposes, in compliance with all applicable local, state, and national laws. The Client is fully responsible for their data, content, and activity on the Service.
Acceptable Use Policy (AUP): Comhard’s AUP prohibits activities including illegal data transmission, harassment, fraud, unauthorized access, and network abuse. Violations may result in immediate suspension or termination, and the Client will be liable for all related costs.

10. Content, Usage, and Monitoring

Client’s Responsibility for Content: Comhard does not control content transmitted, stored, or distributed by the Client. The Client is fully responsible for their data and agrees not to upload, store, or transmit any content that violates laws, regulations, or third-party rights.
Monitoring of Usage: While Comhard does not routinely monitor Client data, it reserves the right to investigate and take action against any misuse or violation of its policies.
Enforcement Actions: If Comhard becomes aware of harmful activities, it may take corrective actions such as content removal, service suspension, or contract termination.

11. Intellectual Property and Trademarks

Client’s Warranty: The Client warrants that they hold the necessary rights to use any trademarks, copyrighted materials, or intellectual property hosted on Comhard’s servers. The Client agrees to indemnify Comhard against any claims arising from misuse of third-party intellectual property.
Comhard’s Proprietary Rights: Comhard retains exclusive ownership of all intellectual property related to its services, including proprietary software, processes, technology, and tools. The Client may not reverse engineer, modify, or copy any part of Comhard’s systems without prior written consent.

12. Limited Liability and Indemnification

Limitation of Liability: Comhard’s total liability under this Agreement is limited to the equivalent of one month’s service fee. Comhard is not liable for any indirect, incidental, special, or consequential damages, including loss of data, revenue, or profits.
Indemnification by Client: The Client agrees to indemnify, defend, and hold harmless Comhard, its affiliates, and its agents from any claims, losses, damages, liabilities, costs, and expenses—including attorneys' fees—arising from the Client’s misuse of the Service or breach of this Agreement.

13. Taxes and Financial Arrangements

Client Responsibility for Taxes: The Client is responsible for all applicable taxes related to the use of the Service, including GST, VAT, or any sales, excise, or customs duties. Comhard is not responsible for calculating or collecting such taxes unless required by law.
Invoices and Billing Reconciliation: All financial obligations, fees, and payments are handled by Comhard’s billing department. For any billing inquiries or reconciliation, the Client may contact accounts@comhard.co.in.

14. Domain Name Ownership and Disputes

Ownership and Transfer of Domain Names: Domain names registered by Comhard on behalf of the Client become the Client’s property upon full payment. Comhard claims no ownership over domains registered for the Client.
Domain Dispute Management: If Comhard receives notice of a potential infringement or dispute, it reserves the right to suspend domain services until the issue is resolved. Comhard disclaims any liability for losses resulting from such suspension.

15. Dispute Resolution and Governing Law

Jurisdiction and Venue: This Agreement is governed by the laws of Uttar Pradesh, India. Both parties agree to submit exclusively to arbitration in Noida, Uttar Pradesh, India, for any disputes arising out of or related to this Agreement.
Amicable Dispute Resolution: Before initiating formal arbitration proceedings, both parties agree to make reasonable efforts to resolve disputes through discussion and negotiation. Clients may initiate this process by contacting Comhard at contact@comhard.co.in.

16. Modification of Terms and Client Notice

Right to Modify Terms: Comhard reserves the right to modify these Terms & Conditions at any time by posting the updated version on its website. It is the Client’s responsibility to periodically review the Terms & Conditions to stay informed of any changes.
Advance Notice for Significant Changes: Comhard will provide at least seven (7) days’ notice via email for significant modifications. Continued use of the Service after the effective date of such modifications constitutes acceptance of the revised Terms.

If you have any contract prior to the date of these terms, it will be void, and only this Agreement will apply to your use of the Service going forward.

17. Acceptable Use Policy (AUP) Compliance

Agreement to AUP: By using the Service, the Client agrees to comply with Comhard’s Acceptable Use Policy (AUP). Activities including illegal use, spamming, unauthorized data access, excessive resource consumption, and other harmful or abusive behaviors are strictly prohibited.
Reporting Violations and Consequences: Any violations of the AUP should be reported to Comhard’s Abuse Department at contact@comhard.co.in with relevant supporting evidence. Comhard reserves the right to take enforcement actions such as service suspension, termination, and imposition of administrative fees.

18. Force Majeure

Exemption from Liability for Disruptions: Comhard shall not be held liable for any delay or failure to perform its obligations due to Force Majeure events, including natural disasters, governmental actions, cyber-attacks, third-party software failures, or other circumstances beyond its control.

19. Confidentiality

Confidential Information: Both parties may share or receive confidential information during the term of this Agreement. Confidential information refers to any information not publicly available and reasonably considered proprietary or sensitive.
Non-Disclosure Obligation: Each party agrees to maintain the confidentiality of such information and will not disclose it to any third party except as required by law or as necessary to fulfill obligations under this Agreement. Both parties shall use the same level of care to protect each other’s confidential information as they do for their own.
Limitations on Use: Confidential information shall only be used for fulfilling the obligations under this Agreement and not for any other purpose without prior written consent from the disclosing party.
Exclusions: The confidentiality obligations do not apply to information that (a) becomes publicly available without breach of this Agreement; (b) was known to the receiving party before disclosure; (c) is independently developed by the receiving party; or (d) must be disclosed under applicable law, regulation, or court order.
Data Protection Measures: Comhard will implement commercially reasonable security measures to safeguard the confidentiality of the Client’s information. However, Comhard is not liable for unauthorized disclosure resulting from security breaches beyond its reasonable control.

20. Security Responsibility

Client’s Security Obligations: The Client is responsible for implementing and maintaining all necessary security measures, including secure passwords and anti-malware tools. Comhard disclaims all liability for breaches resulting from inadequate security measures on the Client’s end.

21. Client’s Acknowledgment of Risk

Inherent Risks of Cloud Services: The Client acknowledges and accepts the inherent risks associated with using cloud services, including but not limited to cyber-attacks, latency issues, and unforeseen disruptions.
Usage Monitoring and Compliance: Comhard reserves the right to monitor usage to prevent misuse or abuse. Excessive or abnormal resource consumption may result in service limitations, throttling, suspension, or the application of additional charges.

22. Warranties Disclaimer

No Additional Warranties: Comhard disclaims any and all express or implied warranties beyond those explicitly stated, including implied warranties of merchantability, fitness for a specific purpose, or non-infringement.

23. Assignment and Transfer

Client’s Assignment Restrictions: The Client may not assign or transfer this Agreement without prior written consent from Comhard. Any unauthorized assignment will be considered null and void.
Comhard’s Right to Assign: Comhard reserves the right to assign or transfer this Agreement to an affiliated entity or as part of a corporate restructuring, merger, acquisition, or sale, without prior notice to the Client.

24. Service Level Agreements (SLAs)

Service Level Commitments: Comhard may offer SLAs specifying service uptime, response times, and resolution times for certain services. While Comhard will make commercially reasonable efforts to meet these standards, it disclaims any liability beyond the provision of SLA credits.
Service Credits for Downtime: If Comhard fails to meet SLA commitments, the Client may be eligible for service credits. These credits are the sole and exclusive remedy for downtime. Service credits are not applicable for downtime caused by scheduled maintenance, force majeure events, or the Client’s actions.
Claim Process for SLA Credits: To request SLA credits, the Client must submit a claim to contact@comhard.co.in within seven (7) days of the incident. The claim must include documentation of the outage. Comhard retains sole discretion to approve or deny SLA credit claims. Any approved credits will apply only to future invoices and are non-refundable.

25. Severability

Partial Invalidity: If any part of this Agreement is deemed unenforceable, all other provisions shall remain effective. Any invalid provision shall be modified to reflect the original intent as closely as possible.

26. No Waiver

Non-Waiver of Rights: Failure to enforce any provision of this Agreement does not constitute a waiver of Comhard’s rights.

27. Entire Agreement

Non-Waiver of Rights: This Agreement, along with incorporated documents, represents the entire understanding between Comhard and the Client. For questions, contact contact@comhard.co.in.