Licensing Agreement

This License Agreement (“Agreement”) is entered into by and between Cloud for Good, LLC (“Cloud for Good,” “we,” “our,” or “us”) and the customer (“Customer” or “You”).

Cloud for Good is a limited liability company registered in the United States, with a principal office located at:

Cloud for Good, LLC
1854A Hendersonville Rd, Suite 252
Asheville, NC 28803 USA

Introduction and Acceptance

This Agreement sets forth the terms under which Cloud for Good provides access to Cirrus Agents, AI-powered intelligence agents offered as an online, web-based software-as-a-service solution (the “Service”).

By executing an order form, quote, online ordering workflow, or click-through agreement that references this Agreement (each, an “Order”), You agree to this Agreement on behalf of the Customer and represent that You have the authority to bind the Customer. If You are not authorized to bind the Customer, do not access or use the Service.

Continued access to or use of the Service constitutes acceptance of this Agreement.

1. Provision of the Service

License Grant

Subject to this Agreement and payment of all applicable fees, Cloud for Good grants Customer a limited, non-exclusive, non-transferable, and non-sublicensable right to access and use the Service through Customer’s Salesforce instance (“SFDC Instance”) solely for Customer’s internal business purposes.

Scope of Use

The license is limited to the number of users or scope of use specified in the applicable Order.

Trial Versions

Cloud for Good may, at its discretion, provide access to the Service on a trial basis for up to thirty (30) days (“Trial Service”). Trial Services are provided “AS IS”, without warranties or indemnification.

2. Use Restrictions

Customer shall not:

Sell, resell, lease, sublicense, or commercially exploit the Service for third parties
Modify, reverse engineer, decompile, or attempt to discover the Service’s source code
Circumvent security features or disrupt the integrity or performance of the Service
Use the Service to build a competing product or service
Remove or alter proprietary or copyright notices

Customer is responsible for all activities conducted under its accounts and for maintaining the security of access credentials.

3. Service Availability and Third-Party Dependencies

Access to the Service depends on the availability and proper functioning of Customer’s SFDC Instance, Salesforce services, and third-party providers such as OpenAI. Cloud for Good does not control these third-party services and disclaims liability for service interruptions or performance issues caused by them.

Customer is solely responsible for any third-party license fees required to use the Service.

4. Ownership and Content

Proprietary Rights

All software, workflows, prompts, interfaces, documentation, and related technologies comprising the Service are the proprietary property of Cloud for Good and its licensors. All rights not expressly granted are reserved.

Customer Content

Customer retains ownership of all data, information, and materials provided to or processed through the Service (“Content”). Cloud for Good does not claim ownership of Customer Content and will not use Customer Content to train its own artificial intelligence models.

Feedback

Customer grants Cloud for Good a perpetual, royalty-free right to use and incorporate feedback or suggestions into the Service.

5. Fees and Payment

Fees are payable in advance, non-cancelable, and non-refundable unless otherwise stated in an Order. Unless specified otherwise, Cloud for Good invoices annually. Customer is responsible for all applicable taxes, excluding taxes based solely on Cloud for Good’s income.

Cloud for Good reserves the right to suspend access to the Service for non-payment.

6. Term and Termination

Term

This Agreement remains in effect until all Orders have expired or been terminated.

Renewal

Subscriptions automatically renew for successive one-year terms unless either party provides written notice of non-renewal at least thirty (30) days prior to expiration.

Termination for Cause

Either party may terminate this Agreement for a material breach not cured within thirty (30) days of written notice, or within five (5) days for non-payment.

Upon termination, Customer’s right to access and use the Service will immediately cease.

7. Disclaimers and Limitation of Liability

Disclaimer of Warranty

THE SERVICE IS PROVIDED “AS IS.” CLOUD FOR GOOD DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Output Disclaimer

Cloud for Good is not responsible for how Customer uses AI-generated output or for actions taken by artificial intelligence models, including unintended or third party-influenced outcomes.

Limitation of Liability

Except as otherwise required by law, neither party’s aggregate liability arising from this Agreement shall exceed the fees paid by Customer in the twelve (12) months preceding the event giving rise to the claim.

8. General Matters

Governing Law

This Agreement is governed by the laws of the State of New York, without regard to conflict of laws principles.

Modifications

Cloud for Good may update this Agreement with reasonable notice. Continued use of the Service after updates become effective constitutes acceptance.

Notices

All notices under this Agreement must be delivered by email to [email protected].

Contact Information
Phone: 1 (855) 536-1251
Email: [email protected]