Terms & Conditions

These Terms and Conditions ("Terms") constitute a legally binding agreement between you and CloudArk AI Solutions LLC ("CloudArk", "we", "us", or "our"), governing your access to and use of the website located at thecloudark.com (the "Site"), and the AI workflow automation, custom AI systems, systems integration, managed engineering, web development, consulting, technical support, maintenance, and other services (collectively, the "Services") that CloudArk provides to its clients ("Client" or "Clients").

Please read these Terms carefully. By accessing the Site or using the Services in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access the Site or use the Services, and you should discontinue use immediately.

1. Acceptance of Terms

These Terms apply to all visitors, users, and Clients who access or use the Site or Services. If you are accessing the Site or Services on behalf of a company, organization, or other legal entity, you represent and warrant that you have the full legal authority to bind that entity to these Terms, in which case "you" and "your" refers to that entity.

2. Eligibility

You must be at least 18 years old and capable of entering into a legally binding contract to use the Site or Services. The Site and Services are not directed at, and are not intended for use by, individuals under the age of 18 or children under 13. CloudArk does not knowingly collect Personal Information from children under 13, and if we become aware that we have collected such data, we will take prompt steps to delete it.

3. Description of Services

CloudArk provides AI workflow automation, custom AI systems, systems integration, managed engineering support, web development, consulting, and related technical services to its Clients pursuant to separate written service agreements, statements of work, order forms, or similar contractual documents ("Service Agreements"). The specific scope, deliverables, technical milestones, timelines, and fees for any engagement are established in the applicable Service Agreement.

In the event of any direct conflict or inconsistency between these general Terms and a specific Service Agreement executed between CloudArk and a Client, the Service Agreement shall govern with respect to the specific Services it covers, and these Terms shall govern all other matters, including use of the Site.

CloudArk reserves the right to modify, suspend, or discontinue any non-contractual aspect of the Site or public tools at any time, with or without notice.

4. Client Responsibilities

As a condition of receiving Services, Clients agree to:

• Provide accurate, complete, and timely information, documentation, and technical access reasonably necessary for CloudArk to perform the scoped Services;
• Obtain and maintain all rights, licenses, consents, and permissions necessary for CloudArk to access, configure, and process Client data, third-party software accounts, and environments in connection with the Services;
• Designate an authorized, knowledgeable primary technical or operational point of contact with decision-making authority;
• Maintain the confidentiality and security of any account credentials, login information, API tokens, or webhook endpoints provisioned for or by CloudArk;
• Comply with all applicable federal, state, local, and international laws, regulations, and third-party terms of service; and
• Promptly notify CloudArk of any known or suspected security incidents, data breaches, or credential compromises affecting systems involved in the Services.

CloudArk's ability to deliver Services within agreed timelines is contingent upon Client's timely fulfillment of these responsibilities. Delays caused by Client inaction or inaccessible third-party dependencies may result in adjusted project schedules.

5. Fees, Invoicing, and Payment

Fees for professional services, fixed-scope builds, and managed care plans are set forth in the applicable Service Agreement or proposal. Unless otherwise explicitly specified in writing:

• Invoices are due and payable within thirty (30) calendar days of the invoice date;
• All fees are quoted and payable in United States Dollars (USD);
• Overdue balances may accrue interest at the lesser of 1.5% per month or the maximum statutory rate permitted by applicable law;
• Client is responsible for all applicable sales, use, value-added, or similar transactional taxes, excluding taxes based solely on CloudArk's net corporate income;
• CloudArk reserves the right to pause or suspend active development or managed support for accounts with materially delinquent balances upon reasonable written notice; and
• Disputed charges must be submitted in writing with specific justification within thirty (30) days of the invoice date, after which the invoice is deemed accepted.

Third-party software licenses, foundational model API usage tokens (e.g., Google Gemini, Anthropic Claude, OpenAI), cloud infrastructure hosting (e.g., Cloudflare, AWS), and specialized domain registrations are billed directly to the Client's provider accounts unless otherwise specified in an active managed agreement.

6. Intellectual Property & Ownership

6.1 CloudArk IP: The Site and all public content, features, and assets — including text, brand graphics, logos, icons, interface designs, software libraries, and website styling — are owned by CloudArk or its licensors and are protected by copyright, trademark, and intellectual property laws. Any pre-existing proprietary tools, frameworks, workflow starter templates, orchestration libraries, or foundational know-how owned or developed by CloudArk prior to or independently of an engagement ("CloudArk Materials") remain the intellectual property of CloudArk.

6.2 Client IP: Client retains 100% exclusive right, title, and ownership in and to all proprietary data, confidential business logic, customer records, and pre-existing materials provided to CloudArk ("Client Materials"). CloudArk uses Client Materials solely to perform contracted Services.

6.3 Deliverables & Work Product: Ownership of custom software, configured workflow pipelines (JSON/YAML), custom prompt architectures, database schemas, and web application source code created specifically for a Client as part of an executed Service Agreement ("Deliverables") vests fully with the Client upon receipt of full payment. CloudArk grants the Client an irrevocable, perpetual, worldwide license to use any embedded CloudArk Materials incorporated into the Deliverables.

6.4 Restrictions: You may not copy, reverse engineer, decompile, scrape, resell, or distribute the Site's public software or branding without CloudArk's express prior written consent.

7. Confidentiality

During discussions or active engagements, either party may disclose proprietary or non-public information ("Confidential Information"). Each party agrees to:

• Use the other party's Confidential Information solely to evaluate or execute the business relationship and deliver contracted Services;
• Protect Confidential Information with the same standard of care used to protect its own sensitive information (and in no event less than reasonable care); and
• Not disclose Confidential Information to any third party except to authorized employees, contractors, legal counsel, and technical sub-processors bound by equivalent confidentiality duties.

Confidential Information excludes information that is or becomes publicly available through no breach of these Terms, was known prior to receipt, is independently developed without reference to the disclosing party's data, or is required to be disclosed by legal subpoena or regulatory requirement.

8. Data Protection and Privacy

Your access to the Site and Services is also governed by CloudArk's Privacy Policy, which explains how we collect, process, and safeguard visitor and operational information.

Where CloudArk processes personal data on behalf of a Client within enterprise workflows, the parties' data handling obligations are governed by the applicable Service Agreement, Data Processing Addendum (DPA), and mutual non-disclosure agreements where required by law.

9. Acceptable Use

You agree not to use the Site, interactive assistants, or Services to:

• Violate any federal, state, local, or international law, statute, or third-party intellectual property right;
• Transmit viruses, worms, malware, trojans, or destructive software code;
• Attempt unauthorized access to CloudArk's servers, databases, edge workers, or client staging environments;
• Interfere with, overload, or disrupt the security and normal operation of the Site or connected APIs;
• Scrape, crawl, or harvest data from the Site using automated bots or headless scripts without written authorization; or
• Impersonate CloudArk personnel or misrepresent affiliation with CloudArk.

CloudArk reserves the right to immediately block access or terminate engagement for any user or entity violating these acceptable use rules.

10. Third-Party Links, Services, and Software

The Site and custom workflows may connect to, interact with, or link to third-party software platforms, APIs, CRMs, ERPs, and cloud hosting providers. CloudArk does not own or control third-party platforms and makes no representations regarding their uptime, independent security posture, or terms of service. Your interactions with third-party software are governed by the respective vendor's terms.

11. Disclaimers

EXCEPT AS EXPRESSLY SET FORTH IN A FORMAL WRITTEN SERVICE AGREEMENT, THE SITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

CLOUDARK DOES NOT WARRANT THAT THE SITE OR SERVICES WILL OPERATE UNINTERRUPTED OR ERROR-FREE, THAT THIRD-PARTY APIS WILL REMAIN UNCHANGED, OR THAT ANY DEFECTS WILL BE IMMEDIATELY CORRECTABLE. NO ORAL OR WRITTEN GUIDANCE FROM CLOUDARK CONSTITUTES A WARRANTY UNLESS EXPRESSLY INCORPORATED INTO A SIGNED SERVICE AGREEMENT.

12. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW:

• (a) IN NO EVENT SHALL CLOUDARK, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR CONTRACTORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS INTERRUPTION, ARISING FROM OR RELATED TO YOUR USE OF THE SITE OR SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
• (b) CLOUDARK'S TOTAL AGGREGATE LIABILITY ARISING UNDER OR RELATED TO THESE TERMS OR ANY SERVICE AGREEMENT SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY CLIENT TO CLOUDARK FOR THE SPECIFIC SERVICE ENGAGEMENT GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT.

13. Indemnification

You agree to defend, indemnify, and hold harmless CloudArk, its affiliates, officers, directors, employees, and agents against any third-party claims, liabilities, damages, losses, costs, and reasonable legal fees arising out of or related to: (a) your breach of these Terms, (b) misuse of the Site or Services, (c) violation of applicable law or third-party rights, or (d) Client Materials or systems provided to CloudArk.

14. Term and Termination

14.1 Term: These Terms remain in effect for as long as you access the Site or utilize CloudArk Services.

14.2 Termination by CloudArk: CloudArk may suspend or terminate your access to the Site or non-contracted services at any time for violation of these Terms or to protect system security.

14.3 Service Agreements: The term, renewal, and termination provisions of specific client projects are governed strictly by the executed Service Agreement.

14.4 Survival: Sections that by their nature should survive termination — including Intellectual Property, Confidentiality, Disclaimers, Limitation of Liability, Indemnification, and Governing Law — shall survive termination of these Terms.

15. Force Majeure

Neither party shall be liable for any delay or failure in performance resulting from causes beyond its reasonable control, including acts of God, extreme natural disasters, pandemic, war, terrorism, labor disputes, telecommunications failures, cloud hosting grid outages, or governmental action.

16. Governing Law and Dispute Resolution

These Terms and any dispute arising out of or related to them or the Services shall be governed by and construed in accordance with the laws of the State of Texas, United States, without regard to its conflict of law principles.

Any legal suit, action, or proceeding arising under or related to these Terms shall be instituted exclusively in the state or federal courts located within the State of Texas, and each party irrevocably submits to the exclusive personal jurisdiction and venue of such courts.

To the maximum extent permitted by applicable law, you and CloudArk agree that any dispute resolution proceedings will be conducted solely on an individual basis and not in a class, consolidated, or representative action.

17. Changes to These Terms

CloudArk reserves the right to modify or replace these Terms at any time by posting the updated version on the Site with an updated "Last updated" date. Material changes affecting active Clients will be communicated via email or through client communication channels. Continued access to the Site or Services following the effective date of changes constitutes acceptance of the revised Terms.

18. Assignment

You may not assign or transfer these Terms, in whole or in part, without CloudArk's prior written consent. CloudArk may freely assign these Terms or its rights and obligations in connection with a merger, acquisition, corporate reorganization, or sale of business assets.

19. Notices

Any formal notice required under these Terms shall be provided in writing via email to the address on file for the applicable party, or, in CloudArk's case, to support@thecloudark.com. Notices are deemed received upon written confirmation of transmission.

20. Miscellaneous Provisions

20.1 Entire Agreement: These Terms, together with any executed Service Agreement, statements of work, and the Privacy Policy, constitute the complete agreement between the parties with respect to the subject matter hereof and supersede all prior understandings.

20.2 Severability: If any provision of these Terms is determined by a court of competent jurisdiction to be invalid or unenforceable, that provision will be modified to the minimum extent necessary, and the remaining provisions shall remain in full force.

20.3 No Waiver: CloudArk's failure to enforce any provision or right under these Terms shall not be construed as a waiver of that or any other right.

20.4 Relationship of the Parties: Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between CloudArk and you or any Client. CloudArk performs all services as an independent contractor.

20.5 Headings: Section headings are included for convenience of reference only and do not affect the interpretation of these Terms.

21. Contact Information

If you have questions or require clarification regarding these Terms & Conditions, please contact us:

For information regarding how we handle data and privacy, please review our Privacy Policy.