Definitions
These Terms and Conditions (“Terms“) govern your use of the xCloud White Label services (“Services“) provided by xCloud.host (“we,” “us,” or “our“). By accessing or using our Services, you (“Reseller,” “you,” or “your“) agree to comply with and be bound by these Terms. If you do not agree with these Terms, please do not use our Services.
For clarity, the following terms are defined:
Reseller refers to an individual or entity that purchases Services from us to resell to their Clients under their own branding.
Client means an end-user who purchases hosting services from the Reseller.
Control Panel is the hosting control panel provided by us for managing servers and Client accounts.
Server Fees are the costs associated with creating and maintaining servers through our platform.
Reseller Fees are the fees charged to the Reseller for access to the Control Panel and Services.
xCloud Managed Server denotes the managed hosting infrastructure provided by xCloud Managed Server, under which all servers created by Resellers operate.
User Content includes any content uploaded, posted, or otherwise transmitted by you or your Clients through the Services.
Confidential Information encompasses all non-public information disclosed by one party to the other, either directly or indirectly, in writing, orally, or by inspection of tangible objects.
Services Overview
We provide a platform that enables you to resell our xCloud Managed Hosting services under your own brand, including custom domains, logos, and pricing structures. Through our hosting Control Panel, you can manage servers under the xCloud Managed Server infrastructure, set up hosting packages tailored to your Clients’ needs, and handle Client accounts, billing, and support. You have the ability to customize the Control Panel and Client interfaces with your own branding. Our platform includes a built-in billing system that integrates with Stripe Connect to facilitate payments from your Clients.
Account Registration and Security
To use our Services, you must be at least 18 years old or the age of majority in your jurisdiction and legally capable of entering into a binding agreement. During registration, you agree to provide accurate, current, and complete information and to keep this information updated. You are responsible for safeguarding your account credentials and for all activities that occur under your account. If you become aware of any unauthorized use of your account or any other security breaches, you agree to notify us immediately at support@xcloud.host. Providing false, misleading, or incomplete information may result in suspension or termination of your account.
Fees and Payment Terms
Reseller Fees: You are required to pay a monthly(varied on plans) fee for access to our hosting Control Panel and Services.
Server Fees: You must pay for each server you create through our platform at the rates specified in your account dashboard.
You have the freedom to set your own prices for the hosting packages you offer to your Clients. All payments from Clients will be processed through Stripe Connect, which requires you to have a Stripe account and agree to Stripe’s terms and conditions. Any transaction fees charged by Stripe or other payment processors are your responsibility. After collecting payments from your Clients, you are obligated to pay us the applicable Server Fees regardless of whether you receive payment from your Clients.
All fees are exclusive of taxes, levies, or duties imposed by taxing authorities. You are responsible for all taxes applicable to the fees and payments in any applicable jurisdiction. Failure to pay the required fees on time may result in suspension or termination of Services for you and/or the affected Clients.
Client Management and Responsibilities
You are responsible for establishing your own terms and conditions and privacy policies with your Clients, which must be consistent with and no less protective than our own policies, including our Acceptable Use Policy and Privacy Policy. You are solely responsible for providing support and maintenance services to your Clients. While we provide support to you, we do not provide direct support to your Clients unless otherwise agreed in writing.
You must ensure that your Clients comply with all applicable laws, regulations, and our Acceptable Use Policy. You are responsible for monitoring the activities of your Clients and enforcing compliance with applicable policies and laws. You are also responsible for the security and integrity of your Clients’ data and must comply with all applicable data protection laws, including the GDPR if applicable. You must obtain all necessary consents from your Clients to provide their data to us for the purposes of providing the Services.
Intellectual Property Rights
We retain all rights, title, and interest in and to the Services, including all related intellectual property rights. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Services solely for reselling purposes.
You retain all rights to your own branding materials, including logos and trademarks, and grant us a non-exclusive license to use your branding materials solely for the purpose of providing the Services. You shall not reverse engineer, decompile, or disassemble any part of the Services. You agree to promptly notify us of any infringement or unauthorized use of the Services or intellectual property.
Branding and Marketing
You may customize the Control Panel and Client interfaces with your own branding, including logos and domain names. You are responsible for procuring and maintaining any custom domain names used in connection with the Services.
Any marketing materials provided by us must be used in accordance with our branding guidelines. All marketing activities must comply with applicable laws and regulations, including anti-spam laws and advertising standards.
You grant us permission to use your name and logo in our marketing materials, including on our website and in promotional communications. You may opt out of this permission by notifying us in writing at support@xcloud.host.
Data Protection and Privacy
Both parties agree to comply with all applicable data protection and privacy laws, including the GDPR. Our Data Processing Agreement (DPA), is incorporated into these Terms by reference.
We implement appropriate technical and organizational measures to protect personal data against unauthorized access, alteration, disclosure, or destruction. In the event of a data breach affecting personal data, we will notify you without undue delay. You are responsible for implementing security measures appropriate to the sensitivity of the data you and your Clients store or process, and you must obtain all necessary consent from your Clients to provide their data to us.
Acceptable Use Policy
You and your Clients may not use the Services for any illegal or unauthorized purposes. Prohibited activities include, but are not limited to:
Sending unsolicited messages or spamming.
Hosting or distributing viruses, malware, or any other harmful code.
Infringing upon the intellectual property rights of others.
Engaging in activities that are illegal, promote illegal activities, or encourage others to engage in illegal activities.
Engaging in harassment, hate speech, or encouraging violence against individuals or groups.
We reserve the right to monitor compliance with the Acceptable Use Policy and may suspend or terminate Services for violations. We will make reasonable efforts to notify you of any violations and provide an opportunity to remedy the issue.
If you become aware of any misuse of the Services, including violations of the Acceptable Use Policy, you agree to promptly notify us at support@xcloud.host.
Privacy Policy
Both parties agree to use the Confidential Information only for the purposes of these Terms and to protect the Confidential Information with the same degree of care as they use for their own confidential information, but in no event less than reasonable care. Confidential Information does not include information that is publicly available without breach of any obligation owed to the disclosing party, was known to the receiving party prior to its disclosure, was received from a third party without breach of any obligation, or was independently developed by the receiving party.
If required by law, the receiving party may disclose Confidential Information after giving prompt written notice to the disclosing party, if legally permissible, and allowing the disclosing party an opportunity to seek a protective order.
Limitation of Liability
To the maximum extent permitted by law, the Services are provided “as is” and “as available” without warranties of any kind, either express or implied. We disclaim all warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.
In no event shall we be liable for any indirect, incidental, special, consequential, or punitive damages, including damages for loss of profits, revenue, data, or data use, even if we have been advised of the possibility of such damages. Our aggregate liability for any claims under these Terms shall not exceed the total amount paid by you to us in the three months preceding the event giving rise to the liability.
Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability for incidental or consequential damages. The limitations and disclaimers in this section do not purport to limit liability or alter your rights beyond what is permitted by applicable law.
Warranties and Representations
Each party represents and warrants that it has the legal power and authority to enter into these Terms and that the execution and performance of these Terms do not violate any other agreement to which it is a party.
You represent and warrant that you and your Clients will comply with all applicable laws and regulations, that you have obtained all necessary consents from your Clients to provide their data to us, and that your use of the Services will not infringe upon the rights of any third party.
Indemnification
You agree to indemnify, defend, and hold us harmless from any claims, damages, liabilities, losses, costs, and expenses (including reasonable attorney’s fees) arising out of or relating to your breach of these Terms, any claims made by your Clients or third parties due to or arising out of your use of the Services, violations of applicable laws and regulations by you or your Clients, and infringement of any intellectual property or other rights of any person or entity by you or your Clients.
We will notify you promptly of any such claim, and allow you to control the defense and settlement of the claim (provided that you do not settle any claim without our prior written consent if the settlement requires us to take any action or refrain from taking any action or admits fault on our part), and provide you with reasonable assistance in defending the claim, at your expense.
Amendments
We reserve the right to modify these Terms at any time. We will notify you of significant changes via email or through the Control Panel at least thirty days before the changes take effect. Your continued use of the Services after changes have been made constitutes your acceptance of the new Terms. If you do not agree to the modified Terms, you must stop using the Services before the effective date of the changes.
Governing Law and Dispute Resolution
These Terms are governed by and construed in accordance with the laws of the State of Delaware, USA, without regard to its conflict of law principles.
Parties agree to attempt to resolve disputes informally first by contacting each other through the contact information provided. If unresolved, disputes shall be settled by binding arbitration conducted by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall take place in Wilmington, Delaware, USA, and the language of the arbitration shall be English.
Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent unauthorized use or misuse of the Services or infringement of intellectual property rights.
Any claim arising out of or related to these Terms must be filed within one year after the cause of action arose; otherwise, such claim is permanently barred.
Miscellaneous
These Terms, along with any referenced policies (e.g., Acceptable Use Policy, Privacy Policy, Data Processing Agreement), constitute the entire agreement between the parties regarding the subject matter and supersede all prior agreements and understandings.
If any provision of these Terms is found to be unenforceable or invalid, the remaining provisions shall remain in full force and effect. Failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.
Neither party shall be liable for any failure or delay in performance under these Terms (other than failure to pay amounts due) to the extent such failures or delays are caused by circumstances beyond that party’s reasonable control, including acts of God, war, terrorism, pandemic, civil unrest, governmental regulations, strikes, or other labor problems (other than those involving our employees), or Internet service failures or delays (“Force Majeure Events”).
You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent. We may assign or transfer our rights and obligations under these Terms without restriction.
These Terms do not create any third-party beneficiary rights in any individual or entity that is not a party to these Terms.
Headings are for convenience only and do not affect the interpretation of these Terms.
You acknowledge that any breach of your obligations regarding intellectual property or confidentiality may cause us irreparable harm, for which monetary damages may be inadequate, and we may seek injunctive relief without posting bond or proving actual damages.
These Terms are written in English, and any translations are provided for convenience only. In the event of any conflict between the English version and a translated version, the English version shall prevail.
You agree that communications and transactions between us may be conducted electronically.
Adult Content
Usage of xCloud services for the purpose of posting or hosting adult content on your website is strictly prohibited. This includes, but is not limited to, materials considered as pornographic content and images. xCloud reserves the right to suspend or terminate your services if your usage is found to involve adult content at the sole discretion of xCloud.
Notices
Notices under these Terms shall be in writing and deemed given when delivered personally, sent by certified or registered mail (return receipt requested), or emailed to the addresses provided by the parties.
To You:
The contact information is provided in your account registration.
Electronic communications (e.g., emails) are acceptable for formal notices unless expressly prohibited by applicable law.
Modifications to Services
We reserve the right to modify, suspend, or discontinue the Services (or any part thereof) at any time with or without notice. We will provide reasonable notice of significant changes via email or through the Control Panel. In case of emergency changes required for security or legal compliance, notice may not be provided. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.
Modifications to Services
We reserve the right to modify, suspend, or discontinue the Services (or any part thereof) at any time with or without notice. We will provide reasonable notice of significant changes via email or through the Control Panel. In case of emergency changes required for security or legal compliance, notice may not be provided. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.
Feedback and Suggestions
Any feedback, comments, or suggestions you may provide regarding the Services is entirely voluntary. We are free to use, disclose, reproduce, license, or otherwise distribute and exploit the feedback as we see fit, without any obligation to you.
Third-Party Services
Our Services may include integrations with third-party services, such as Stripe Connect. Your use of such third-party services is subject to their terms and conditions. We are not responsible for the performance, accuracy, or reliability of any third-party services.
User Content and Ownership
You retain all rights to the User Content you or your Clients upload or generate while using the Services. You grant us a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, and display the User Content solely for the purpose of providing the Services.
You are responsible for ensuring that User Content does not violate any laws or infringe upon any third-party rights. We reserve the right to remove any User Content that violates these Terms or our Acceptable Use Policy.
Abuse Reporting
If you become aware of any misuse of the Services, including violations of the Acceptable Use Policy, you agree to promptly notify us at support@xcloud.host. We will investigate all reports and take appropriate action, which may include suspension or termination of the offending account
Support Services
We provide support to Resellers through our mail support@xcloud.host or they can create a ticket. As a reseller, you will provide support to your clients whoever buys hosting from your brand.
Security Measures
We implement industry-standard security measures to protect the integrity of the Services and your data, including encryption, firewalls, and secure data centers. You are responsible for maintaining the security of your account credentials and for securing Client data. You agree to notify us immediately at support@xcloud.host if you become aware of any unauthorized access or other security breaches.
Compliance with Laws
You agree to comply with all applicable export control and sanctions laws and regulations, including those administered by the U.S. Department of Commerce and the U.S. Department of the Treasury. You shall not use the Services in violation of any international, federal, state, or local laws.
Children’s Online Privacy Protection
Our Services are not intended for use by individuals under the age of 13. By using the Services, you represent and warrant that you are at least 13 years of age. If you are between 13 and 18 years of age, you must have parental consent to use the Services.
Survival
All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
Assignment
You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent. We may assign or transfer our rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.
Force Majeure
Neither party shall be liable for any failure or delay in performance under these Terms due to Force Majeure Events. The affected party shall notify the other party as soon as practicable, providing details of the Force Majeure Event and its expected duration. Each party shall use reasonable efforts to mitigate the effects of the Force Majeure Event.
Contact Information
If you have any questions about these Terms, please contact us at:
https://xcloud.host/contact/
Or email us to [email protected]
Note to Reseller: It is important to review these Terms carefully and ensure that you understand your rights and obligations. If you have any questions or concerns, please consult with us before accepting these Terms.