TK Hosting Terms of Service

1. Agreement and acceptance

1.1 These TK Hosting Terms of Service (the "Terms") are an agreement between Turnkey Technology, Inc. ("TurnKey", "we", "us") and the business that uses TK Hosting ("Customer", "you"). They govern all hosting services we provide, including web apps, databases, virtual machines, desktops, firewalls, VPN and site-to-site connections, domains, analytics, backups, development copies, the AI coder, schedules and any related setup work (together, the "Services").

1.2 You accept these Terms by clicking "I agree", by creating or using any Service, or by signing an order or Statement of Work ("SOW") that refers to them. The person accepting confirms they have authority to bind the Customer.

1.3 The Services are for business use only. They are not offered to consumers for personal, family or household use.

1.4 If an SOW or signed order conflicts with these Terms, the SOW governs only for the specific item it describes, and only if it expressly says it overrides these Terms.

2. Beta service

2.1 TK Hosting is a beta service. It is new, still being developed, and may contain errors, defects or gaps. Features, prices, limits and how the Services work may change, be suspended or be discontinued at any time.

2.2 Because the Services are in beta, there is no service level agreement, no uptime commitment and no service credits unless a signed SOW says otherwise.

2.3 You should not rely on the Services as the only home for business-critical systems or data without your own independent backups and a recovery plan (see section 6).

2.4 We may end the beta, or replace these Terms with general-availability terms, with at least 30 days’ notice.

3. The Services and setup work

3.1 Each Service is provided as described in the TK Hosting portal at the time you order it. You choose and configure your Services, including their size, software, schedules, domains and add-ons.

3.2 You control what runs inside your Services. Most Services give you administrator access (for example SSH with sudo, a terminal, Docker, or the AI coder). You are responsible for every change made with that access, whether by you, your staff, your contractors, or the AI coder acting on your instructions or approval.

3.3 AI coder. The AI coder suggests and makes changes only with your approval. Its output may be wrong, insecure or incomplete. You are responsible for reviewing and testing it, and for anything it does at your direction.

3.4 Setup, migration and deployment work. When we install, move, configure or update your software or data at your request (by ticket, chat, email or SOW), we do so on a reasonable-efforts basis, using the code, files, settings and instructions you provide. You remain the owner of, and responsible for, that software and data: its design, licensing, security, correctness and the results it produces. Unless an SOW says otherwise, such work is complete when we tell you it is done, and you are responsible for checking that it works as you need.

3.5 We may change the hardware, software, network, location or providers we use to run the Services, and may move, restart or resize the underlying systems, as long as we do not materially reduce the core Service you are paying for without notice.

4. Your responsibilities

4.1 You are responsible for:

• the content, software, data and configuration in your Services, and having the rights and licenses to use them;
• keeping your logins, passwords, keys and tokens secure, and for all activity under your account;
• the security of your own applications, including patches, updates and access controls inside your Services;
• your domains and DNS records, and their renewal;
• keeping your own independent backups (section 6);
• complying with all laws that apply to you, your data and your users;
• telling us promptly at tksupport@turnkeyweb.net about any security incident, misuse or unauthorized access you become aware of.

4.2 You keep all rights to your data. You give us permission to host, copy, process, back up and transmit it only as needed to provide, secure and support the Services, and as you instruct.

4.3 Unless we agree otherwise in a signed SOW, you will not store or process in the Services: protected health information (HIPAA), payment card data within PCI DSS scope, Controlled Unclassified Information (CUI), export-controlled data (ITAR or EAR), criminal justice information (CJIS), or other data that requires certified or regulated hosting. If you do, you accept the risk and are responsible for compliance.

5. Acceptable use

5.1 You will not use the Services, or let anyone else use them, to:

• break any law, or store or send content that is unlawful, infringing, defamatory, or that exploits minors;
• send spam or unsolicited bulk email, or host phishing or fraud;
• distribute malware, or attack, scan, probe or overload any system or network;
• run open proxies or relays, or mine cryptocurrency;
• get around TurnKey’s security controls, firewall policies, resource limits or billing;
• resell or sublicense the Services without our written consent;
• use resources in a way that harms other customers or our infrastructure.

5.2 We may investigate suspected violations. We may remove content, block traffic, or suspend or terminate Services as described in section 10. You are responsible for violations by your users.

6. Your data and backups

6.1 You are solely responsible for keeping independent, current backups of your data, outside TK Hosting.

6.2 Backups, restore points, development copies, archives and snapshots we provide are conveniences. They are not guaranteed to be complete, current, available or restorable, and they do not replace your own backups.

6.3 We are not responsible for loss, corruption or alteration of data, however caused, including by hardware failure, software defects, security incidents, your actions or the actions of the AI coder, except as section 12 allows.

6.4 When you delete a Service, it is permanently deleted after the notice period shown in the portal (currently 48 hours) and cannot be recovered. Archived Services are kept, for the archive fee, until you or we delete them.

6.5 After a Service ends for any reason, we may permanently delete its data after 30 days. Export what you need before then.

7. Security

7.1 We use reasonable administrative, technical and physical measures to protect the Services. No system is completely secure, and we do not guarantee that the Services will be free from unauthorized access, vulnerabilities or attack.

7.2 Security features such as the TK Hosting Firewall, IP and country rules, rate limits and analytics are provided on a best-effort basis. A new firewall starts in Detect-only mode, and it is your choice whether and how to enable blocking.

7.3 We restrict firewall changes inside customer Services and may change, reset or block settings that weaken the security of the platform.

7.4 If we confirm a security incident that compromises your data, we will notify you without undue delay, and as required by law.

8. Availability, maintenance and changes

8.1 We aim to keep the Services available, but we do not guarantee any level of uptime, performance or response time during the beta. Outages may happen, including from power, internet provider, hardware or software failures, and maintenance.

8.2 We may perform maintenance, updates or emergency work at any time. We will try to give advance notice of planned work that affects your Services.

8.3 We may restart, stop, move or resize Services when needed to keep the platform stable or secure, or to perform maintenance.

8.4 On/off schedules you set start and stop your Services automatically. You are responsible for choosing schedules that suit your users. A scheduled start or stop may be delayed or missed.

8.5 Support is provided by email at tksupport@turnkeyweb.net or a support ticket in the portal during business hours, Monday to Friday, Eastern time. We do not guarantee response or resolution times during the beta.

9. Fees and billing

9.1 You pay the fees shown in the portal for the Services you use:

• Compute (web apps, databases, virtual machines, desktops) is billed by the hour at its size. An hour counts as running if the Service ran at any point in it; stopped hours are billed for storage only.
• Scheduled Services pay a surcharge, shown in the portal, for running hours Monday to Friday, 8 AM to 5 PM Eastern.
• Add-ons (firewall, VPN, site-to-site, analytics, backups, TK AI and others) are flat monthly fees, charged for the whole month in which they are added, and renewing monthly until cancelled.
• Archived Services are billed at the archive rate shown in the portal.

9.2 Usage is totalled at the start of each month and invoiced for the month before. Invoices are due within 15 days. Fees are in US dollars and exclude taxes, which you pay.

9.3 We may change prices with at least 30 days’ notice. A new price applies from the next calendar month. Any price, discount or credit agreed specially for you applies only as recorded by us, and we may end it with the same notice unless it is in a signed SOW.

9.4 Your approved monthly limit is a safeguard, not a cap on what you owe. You owe for all usage, including usage that runs over the limit.

9.5 Dispute an invoice in writing within 30 days of the invoice date, or it is final. Fees are not refundable except where the law requires it or we agree in writing.

9.6 If an invoice is more than 15 days overdue, we may suspend the Services after notice, and charge late interest of 1.5% a month, or the highest rate the law allows, if lower.

10. Suspension and termination

10.1 We may suspend or limit any Service, immediately and without liability, if we reasonably believe it is needed to: stop a violation of these Terms; protect the security, integrity or availability of the Services or anyone else; comply with the law or a legal request; or deal with non-payment. We will restore it once the issue is resolved, where practical.

10.2 You may cancel any Service at any time from the portal. Compute stops billing after its final hour, and add-ons stop at the end of the month in progress.

10.3 We may end any Service, or these Terms, for any reason with at least 30 days’ notice, or immediately for a material breach.

10.4 When a Service ends, you must pay all fees owed up to that point, and section 6.5 applies to your data. Sections 4.2, 6, 9, 11 to 13 and 17 to 18 survive.

11. Disclaimers

11.1 THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE", AS A BETA. TO THE FULLEST EXTENT THE LAW ALLOWS, TURNKEY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

11.2 WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DATA WILL NOT BE LOST OR CORRUPTED, THAT BACKUPS WILL BE RESTORABLE, OR THAT ANY RESULT, INCLUDING AI CODER OUTPUT OR SETUP WORK, WILL MEET YOUR NEEDS.

12. Limitation of liability

12.1 TO THE FULLEST EXTENT THE LAW ALLOWS, TURNKEY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS, GOODWILL OR DATA, OR THE COST OF REPLACEMENT SERVICES, OR BUSINESS INTERRUPTION, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED THEY WERE POSSIBLE.

12.2 TURNKEY’S TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE FEES YOU PAID US FOR THE AFFECTED SERVICE IN THE 3 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR $100 IF YOU PAID NOTHING.

12.3 These limits apply even if a remedy fails of its essential purpose. They do not limit liability that cannot be limited by law, such as for fraud or wilful misconduct.

12.4 You agree that the fees reflect this allocation of risk, and that we would not provide the Services, especially as a beta, without these limits.

13. Indemnity

13.1 You will defend, indemnify and hold harmless TurnKey and its officers, employees and contractors from any third-party claim, loss, damage, fine or cost (including reasonable attorneys’ fees) arising from: your content, software or data; your use of the Services; your breach of these Terms or of any law; or anything done through your account or Services.

13.2 We will tell you promptly about such a claim, let you control its defense with counsel we reasonably approve, and give reasonable help at your cost. You will not settle a claim that imposes any obligation on us without our written consent.

14. Third-party services

14.1 The Services rely on, and may connect to, third parties: internet and power providers, certificate authorities (such as Let’s Encrypt), domain registrars and DNS providers, Microsoft and other sign-in providers, AI model providers, open-source software, and services you choose to connect. We are not responsible for their availability, actions or terms. Your use of them is between you and them.

14.2 Software you install in your Services is licensed to you by its owners, not by us.

15. Privacy and access to your Services

15.1 We collect and use account, billing, usage and log data to provide, bill for, secure and improve the Services, as described in our Privacy Policy at turnkeyweb.net/privacy.

15.2 Our staff may access your Services and data only to provide, maintain, secure or support them, to investigate misuse, at your request, or as required by law.

15.3 When you use the AI coder or other AI features, the code, files and instructions involved are sent to the AI model provider to produce a response.

16. Changes to these Terms

16.1 We may update these Terms. We will post the new version with its effective date, and notify you of material changes in the portal or by email at least 30 days before they take effect, unless the change is required by law or for security.

16.2 Continuing to use the Services after the effective date means you accept the new version. For material changes, we may ask you to accept them again before you can keep creating or changing Services.

17. Governing law and disputes

17.1 These Terms are governed by the laws of the State of New York, without regard to its conflict-of-law rules.

17.2 Before starting any legal claim, each party will give the other written notice and try in good faith to resolve the dispute for 30 days.

17.3 Any claim must be brought in the state or federal courts located in Onondaga County, New York, and both parties agree to their jurisdiction. Claims must be brought individually, not as part of a class or representative action.

17.4 Any claim relating to the Services must be brought within one year after it arises, or it is waived.

18. General

18.1 Entire agreement. These Terms, together with any signed SOW or order and the pricing in the portal, are the whole agreement about the Services, and replace any earlier discussions.

18.2 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including outages of power, internet or third-party providers, natural disasters, war, terrorism, cyberattacks, labor disputes or government action. This does not excuse paying fees owed.

18.3 Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or a successor to our business.

18.4 Notices. We send notices through the portal or to the email on your account. You send notices to tksupport@turnkeyweb.net and Turnkey Technology, Inc., One Technology Place, East Syracuse, NY 13057.

18.5 Other terms. If any part of these Terms is unenforceable, the rest stays in effect, and that part is enforced as far as the law allows. Not enforcing a right is not a waiver. The parties are independent contractors. Nothing in these Terms creates rights for anyone else.

Questions about these Terms: tksupport@turnkeyweb.net.