1. General Limitation
CloudNexus provides its cloud infrastructure, hosting, and related services on an "as-is" and "as-available" basis. While we employ industry-standard practices to maintain system reliability, security, and performance, we do not guarantee uninterrupted, error-free, or secure operation of the services at all times.
To the fullest extent permitted by applicable law, CloudNexus, its affiliates, directors, employees, and partners shall not be liable for any indirect, incidental, special, punitive, or exemplary damages arising from or related to your use of our services, including but not limited to loss of profits, business interruption, loss of data, or loss of goodwill.
2. Exclusion of Consequential Damages
Under no circumstances shall CloudNexus be held responsible for any consequential damages, including:
- Loss of revenue, profits, or anticipated savings
- Business disruption or loss of productivity
- Corruption, loss, or unavailability of customer data
- Costs of procurement or replacement of goods, services, or data
- Reputational harm or brand damage
Note: This exclusion applies regardless of whether CloudNexus has been advised of the possibility of such damages or whether the damages were foreseeable.
3. Service Interruptions & Uptime
CloudNexus aims to maintain a 99.99% monthly uptime as outlined in our Service Level Agreement (SLA). However, planned maintenance, security patches, network upgrades, or unforeseen technical incidents may cause temporary service interruptions.
We are not liable for any damages resulting from scheduled maintenance windows provided with at least 48 hours' notice, emergency maintenance required to protect system integrity, or disruptions caused by factors outside our reasonable control.
4. Third-Party Services & Integrations
CloudNexus may integrate with or provide access to third-party services, APIs, marketplaces, or partner tools. We do not control, endorse, or guarantee the functionality, security, or availability of such third-party offerings.
Your use of third-party services is at your own risk. CloudNexus shall not be liable for any claims, losses, or damages arising from your interaction with or reliance upon third-party services, software, or content.
5. Customer Responsibilities & Data Loss
Customers are solely responsible for maintaining adequate backups of all data, configurations, applications, and content stored or processed through CloudNexus services. While we provide backup options and snapshot features, they are supplementary and do not absolve customers of their duty to maintain independent data redundancy.
CloudNexus is not liable for data loss resulting from:
- Failure to maintain regular backups
- Unauthorized access due to compromised customer credentials
- Malware, ransomware, or security breaches originating from customer-managed environments
- Intentional deletion or misconfiguration by the customer or authorized users
6. Maximum Liability Cap
Notwithstanding any other provision in these terms, CloudNexus's total aggregate liability for any claim, whether in contract, tort, negligence, or otherwise, shall not exceed the total amount paid by the Customer to CloudNexus for the specific service giving rise to the claim during the twelve (12) months immediately preceding the incident.
This limitation applies cumulatively to all claims arising from the same event or series of related events. In cases where services are provided free of charge or as part of a promotional trial, CloudNexus's maximum liability shall be capped at $100 USD.
7. Force Majeure & Unforeseen Events
CloudNexus shall not be liable for any failure or delay in performing its obligations if such failure or delay results from circumstances beyond our reasonable control, including but not limited to:
- Natural disasters, pandemics, or civil unrest
- Government actions, regulatory changes, or internet backbone failures
- Power grid outages or telecommunications infrastructure failures
- Acts of terrorism, war, or large-scale cyberattacks
We will make commercially reasonable efforts to mitigate the impact of such events and notify affected customers of any prolonged service disruptions.
8. Governing Law & Dispute Resolution
This Limitation of Liability clause 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 principles.
Any disputes arising from or relating to this clause or the services provided shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Wilmington, Delaware, and judgments on the award may be entered in any court having jurisdiction.
If any provision of this Limitation of Liability is found to be unenforceable or invalid by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall remain in full force and effect.