Terms of Use ("Terms")

Last updated: July 30, 2026

These Terms of Service ("Terms") are a legal agreement between you and Cloud Consulting NY LLC, a New York limited liability company doing business under the assumed name EZCLOUD ("EzCloud," "we," "us," or "our").

These Terms govern your use of the EzCloud website, software applications, programs, platforms, automation tools, integrations, consulting, development, technical support, and related products and services provided by Cloud Consulting NY LLC (collectively, the "Services").

These Terms apply to Services when they are presented or referenced before or at the time you request, authorize, or agree to those Services.

These Terms do not apply to products or services provided by a separate legal entity, even if that product or service is linked to, marketed by, developed by, or otherwise associated with EzCloud. Such products and services are governed by the terms of the applicable legal entity.

By accessing or using the EzCloud website, or by requesting, authorizing, or accepting Services after these Terms have been presented to you, you agree to be bound by these Terms. Acceptance may be provided in writing, by email, through electronic messaging, or through another electronic confirmation method. If you do not agree to these Terms, you must not use the website or authorize the Services.

Additional Terms and Orders

Certain Services may be governed by additional product-specific terms, policies, order forms, proposals, statements of work, or other agreements.

An "Order" means a proposal, estimate, statement of work, email, electronic message, or other written description of Services, fees, or deliverables that you accept in writing or electronically.

Product-specific terms supplement these Terms and control in the event of a conflict with respect to the applicable product or Service. A separate written agreement accepted by both you and EzCloud will control to the extent it expressly conflicts with these Terms. An Order will control regarding the scope, fees, schedule, deliverables, and other commercial terms it specifically addresses.

Eligibility and Authority

You must be at least eighteen years old and have the legal capacity to enter into a binding agreement to use the Services.

If you use or accept the Services on behalf of a company or other organization, you represent and warrant that you are authorized to bind that company or organization to these Terms.

User Accounts

Some Services require you to create an account. You agree to provide accurate, current, and complete information and to keep that information updated.

You are responsible for maintaining the confidentiality of your account credentials and for activity conducted through your account by you or your authorized users. You must promptly notify us if you believe that your account or credentials have been accessed or used without authorization.

You may not share account credentials except with authorized users permitted under the applicable Service, subscription, or Order. You are responsible for managing your authorized users and removing access when it is no longer required.

Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms, the applicable Order, and any laws, regulations, and third-party platform requirements that apply to your use of the Services.

You may not use the Services to violate the rights of another person, distribute malicious software, interfere with the operation or security of the Services, gain unauthorized access to any system or account, circumvent usage restrictions, conduct fraudulent or deceptive activity, send unlawful or unsolicited communications, or collect, access, submit, or process data that you do not have the legal right to use.

You may not reverse engineer, decompile, disassemble, copy, resell, sublicense, or create derivative works from the Services except where expressly authorized by EzCloud in writing or where such restrictions are prohibited by applicable law.

Customer Data

You retain ownership of the information, files, records, content, credentials, and other data that you or your authorized users submit to or process through the Services ("Customer Data").

You grant EzCloud a limited, non-exclusive right to host, copy, process, transmit, display, and otherwise use Customer Data only as reasonably necessary to provide, maintain, secure, and support the Services, comply with applicable law, and fulfill our obligations to you.

We may collect and use aggregated or de-identified usage, diagnostic, and performance information to operate, secure, analyze, and improve the Services, provided that such information does not identify you, identify another individual, or disclose Customer Data.

You represent and warrant that you have all rights, permissions, consents, and legal bases necessary to provide Customer Data to EzCloud and authorize its processing through the Services.

You are responsible for maintaining appropriate copies and backups of Customer Data unless an applicable Order or separate written agreement expressly states that EzCloud will provide backup, retention, or recovery services. Your backup responsibility does not limit any data security, retention, or recovery obligations expressly accepted by EzCloud in a separate written agreement.

Restricted Data

You may not submit or process highly sensitive or regulated data through the Services unless the applicable product-specific terms, Order, data processing agreement, or other written agreement expressly authorizes that category of data.

Restricted data may include protected health information, full payment card or authentication data, Social Security numbers, government-issued identification numbers, personal financial information, information about children, and other information subject to special legal, contractual, or industry-specific requirements.

Authorization to process one category of restricted data does not authorize the processing of any other category.

Privacy

Our collection and use of personal information are described in our Privacy Policy.

Where required for a particular Service, the parties may enter into a separate data processing agreement or other privacy-related agreement. Such an agreement will control with respect to the processing activities it specifically addresses.

Third-Party Services and Integrations

The Services may integrate with or depend upon third-party platforms, applications, APIs, hosting providers, payment processors, marketplaces, communications providers, or other external services.

Your use of third-party services may be governed by separate terms and policies established by those third parties. EzCloud does not control and is not responsible for acts, omissions, availability, security incidents, policy changes, API limitations, account restrictions, suspension decisions, or data handling practices of third parties that are outside EzCloud’s reasonable control.

Changes made by a third-party provider may affect the availability or functionality of an integration. We may modify, suspend, replace, or discontinue an integration when reasonably necessary because of such changes.

Subscriptions, Fees, and Payment

Services may be provided on a subscription, recurring, usage-based, hourly, project-based, or other commercial basis. Applicable fees, billing periods, payment terms, renewal terms, and included features will be described in the applicable Order, subscription plan, or product-specific terms.

You agree to pay all applicable fees and taxes when due. Unless otherwise stated in an Order, payment is due upon receipt of an invoice. Except where otherwise required by law or stated in a separate written agreement, fees already paid are non-refundable.

A Service will renew automatically only where the automatic renewal terms were disclosed in the applicable Order or purchase process. By accepting an automatically renewing subscription, you authorize EzCloud or its payment processor to charge the applicable fees for each renewal period until the subscription is canceled.

You must cancel a subscription using the cancellation method stated in the applicable Order, product-specific terms, account interface, or purchase process. Merely stopping use of a Service does not cancel a subscription or payment obligation.

We may change pricing or billing terms for future billing periods by providing at least thirty days’ advance notice to the email address associated with your account or through the applicable Service. A pricing change will not retroactively affect amounts already paid or due for a completed billing period and will not apply before the next applicable billing or renewal period.

Where applicable law provides additional renewal notices, cancellation rights, refund rights, or other non-waivable consumer protections, those requirements will apply.

Suspension and Termination

We may suspend or terminate access to a Service if you fail to pay amounts when due, materially violate these Terms or another applicable agreement, create a security or legal risk, misuse the Services, or use the Services in a manner reasonably likely to cause material harm to EzCloud, another customer, or a third party.

Where reasonably practical, we will provide notice and an opportunity to resolve the issue before suspension or termination. We may act immediately when necessary to address fraud, unlawful activity, security threats, material harm, third-party platform requirements, or legal obligations.

We may terminate or discontinue a Service for reasons unrelated to your conduct by providing at least thirty days’ notice when reasonably practical. If you prepaid for a period extending beyond the effective termination date, we will refund the unused portion of the prepaid fees unless the termination resulted from your breach, nonpayment, unlawful activity, or misuse of the Service.

You may stop using the Services at any time. Cancellation of a paid Service remains subject to the cancellation, payment, and notice requirements of the applicable Order, subscription, or product-specific terms.

Upon termination, your right to use the affected Services will end and all outstanding payment obligations will remain due. Unless otherwise stated in an applicable agreement, you are responsible for exporting any Customer Data you wish to retain before termination. We may delete Customer Data after termination, subject to applicable law, our Privacy Policy, contractual retention obligations, and normal backup cycles.

Provisions that by their nature should survive termination, including provisions concerning payment obligations, intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and dispute resolution, will remain in effect.

Intellectual Property and Deliverables

The Services, including their software, source code, designs, interfaces, documentation, trademarks, logos, general-purpose tools, libraries, methods, and other materials, are owned by or licensed to EzCloud and are protected by applicable intellectual property laws.

Subject to these Terms, the applicable Order, and payment of all required fees, EzCloud grants you a limited, non-exclusive, non-transferable right to access and use the applicable Services for their intended purposes during the applicable service period.

You retain ownership of Customer Data, materials you provide to EzCloud, and your pre-existing business processes and intellectual property.

Ownership and licensing of custom software, source code, designs, documentation, scripts, and other project deliverables will be governed by the applicable Order or separate written agreement. Unless the applicable Order expressly states otherwise, EzCloud retains ownership of the deliverables and grants you, after full payment, a perpetual, non-exclusive, non-transferable license to use those deliverables for the purpose for which they were provided.

EzCloud retains ownership of its pre-existing materials and any general-purpose code, libraries, tools, methods, skills, and know-how used or developed while providing the Services, provided that this does not grant EzCloud ownership of your Customer Data, confidential information, or pre-existing intellectual property.

Any feedback, suggestions, or ideas you voluntarily provide concerning the Services may be used by EzCloud without restriction or compensation, provided that doing so does not disclose your confidential information or Customer Data.

Confidentiality

"Confidential Information" means non-public business, technical, financial, security, or operational information that is identified as confidential or that a reasonable person would understand to be confidential under the circumstances. Customer Data, account credentials, and non-public system access information are Confidential Information.

Each party will use reasonable measures to protect the other party’s Confidential Information and will use it only for purposes related to the Services and the parties’ relationship. Confidential Information may be disclosed to employees, contractors, professional advisers, and service providers who need access for those purposes and are subject to appropriate confidentiality obligations.

Confidential Information does not include information that is publicly available through no fault of the receiving party, was lawfully known without restriction, is lawfully received from another source without a duty of confidentiality, or is independently developed without use of the other party’s Confidential Information.

A party may disclose Confidential Information where required by law or valid legal process. Where legally permitted, the receiving party will provide reasonable advance notice so the other party may seek appropriate protection.

Service Availability and Changes

We may update, modify, replace, or discontinue features of the Services as part of maintenance, security improvements, technical development, compliance requirements, or changes to third-party platforms.

We do not guarantee that every feature or integration will remain available indefinitely. No service level, uptime commitment, response time, or support commitment applies unless expressly stated in an applicable Order or separate service level agreement.

If a permanent change substantially reduces the core functionality of a paid Service and we do not provide a reasonably comparable replacement, you may terminate the affected Service and receive a refund of any unused prepaid fees.

Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED IN A SEPARATE WRITTEN AGREEMENT, THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EZCLOUD DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, COMPLETELY SECURE, COMPATIBLE WITH EVERY THIRD-PARTY SYSTEM, OR CAPABLE OF PRODUCING ANY PARTICULAR COMMERCIAL, FINANCIAL, MARKETPLACE, ADVERTISING, PRICING, SALES, OR OPERATIONAL RESULT.

AUTOMATED RECOMMENDATIONS, CALCULATIONS, REPORTS, ALERTS, PRICE CHANGES, INTEGRATIONS, AND OTHER OUTPUTS MAY DEPEND UPON CUSTOMER DATA, CONFIGURATION CHOICES, THIRD-PARTY DATA, AND EXTERNAL SYSTEMS. YOU ARE RESPONSIBLE FOR REVIEWING CONFIGURATIONS, MONITORING AUTOMATED ACTIONS, AND DETERMINING WHETHER OUTPUTS ARE APPROPRIATE FOR YOUR PURPOSES.

UNLESS EXPRESSLY STATED IN A SEPARATE WRITTEN AGREEMENT, THE SERVICES DO NOT CONSTITUTE LEGAL, TAX, ACCOUNTING, FINANCIAL, OR OTHER REGULATED PROFESSIONAL ADVICE.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EZCLOUD AND ITS MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, SALES, BUSINESS OPPORTUNITIES, GOODWILL, USE, OR DATA ARISING OUT OF OR RELATED TO THE SERVICES.

EXCEPT WHERE A DIFFERENT LIMITATION IS STATED IN A SEPARATE WRITTEN AGREEMENT, EZCLOUD’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO A RECURRING SERVICE WILL NOT EXCEED THE FEES PAID BY YOU TO EZCLOUD FOR THAT SPECIFIC SERVICE ATTRIBUTABLE TO THE THREE-MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO THE CLAIM.

FOR A ONE-TIME OR PROJECT-BASED SERVICE, EZCLOUD’S TOTAL AGGREGATE LIABILITY WILL NOT EXCEED THE FEES PAID FOR THE SPECIFIC PROJECT UNDER THE APPLICABLE ORDER OR, IF THERE IS NO ORDER, THE FEES PAID FOR THE SPECIFIC PROJECT GIVING RISE TO THE CLAIM.

THE LIMITATIONS IN THIS SECTION APPLY TO ALL CLAIMS IN THE AGGREGATE, REGARDLESS OF THE FORM OF ACTION, AND EVEN IF EZCLOUD WAS ADVISED THAT SUCH DAMAGES WERE POSSIBLE. THEY DO NOT APPLY TO LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED, INCLUDING LIABILITY FOR FRAUD, WILLFUL MISCONDUCT, OR GROSS NEGLIGENCE TO THE EXTENT SUCH LIABILITY MAY NOT BE LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless EzCloud and its members, managers, employees, contractors, and agents from third-party claims, damages, liabilities, costs, and reasonable legal fees arising from your unlawful use of the Services, Customer Data provided by you or processed according to your instructions, your material violation of these Terms or an applicable Order, or your infringement of another person’s rights.

Your indemnification obligation will not apply to the extent a claim was caused by EzCloud’s use of Customer Data outside the authorization granted by you or by EzCloud’s violation of these Terms.

Changes to These Terms

We may update these Terms from time to time. The updated version will be posted on this page with a revised "Last updated" date.

If a change materially affects a paid Service, we will provide at least thirty days’ advance notice through the Service, by email, or through another reasonable method, unless an earlier change is required by law, security concerns, or a third-party platform requirement.

Material changes will not apply retroactively to claims arising before the effective date of the change. Your continued use of the Services after the updated Terms become effective constitutes acceptance of the updated Terms. Where appropriate, we may require you to affirmatively accept the updated Terms before continuing to use a Service.

If you do not agree to updated Terms, you must stop using the Services and cancel any affected subscription before the updated Terms become effective, subject to the cancellation requirements of the applicable Order or product-specific terms.

Governing Law and Disputes

These Terms are governed by the laws of the State of New York, without regard to its conflict of laws principles.

Unless a separate written agreement provides otherwise, any dispute arising out of or relating to these Terms or the Services will be brought exclusively in the state courts located in the New York county where EzCloud’s principal office is located or in the federal courts having jurisdiction over that location. Each party consents to the personal jurisdiction and venue of those courts.

Nothing in this section limits any non-waivable rights or remedies available to a consumer under applicable law.

General Provisions

These Terms, together with any applicable Order, product-specific terms, privacy or data processing terms, and separate written agreement accepted by both parties, constitute the agreement governing your use of the applicable Services.

If any provision of these Terms is found unenforceable, it will be modified only to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in effect.

A party’s failure to enforce any provision is not a waiver of its right to enforce that provision or any other provision later.

You may not assign your rights or obligations under these Terms without our prior written consent. We may assign these Terms as part of a merger, acquisition, corporate reorganization, sale of assets, or transfer of the applicable Service.

Neither party will be liable for delay or failure to perform caused by events beyond its reasonable control, including natural disasters, widespread internet or utility failures, labor disputes, government actions, war, terrorism, civil unrest, or failures of third-party platforms, except that this provision does not excuse payment obligations for Services already provided.

Contact Us

If you have any questions regarding these Terms, please contact us at support@ezcloudllc.com.