Cloud VPDC Services Agreement

TERMS OF USE

Effective Date: May 24, 2025

This Cloud VPDC Services Terms of Use (“Agreement”) governs your use of TASProvider’s Virtual Private Data Center (VPDC) services (the “Services”) and is entered into by and between you (“Client,” “you,” or “your”) and Technology Advanced Services Inc. (“TASProvider,” “we,” “us,” or “our”).

By using the Services, you agree to be bound by the terms set forth herein, as well as TASProvider’s General Terms and Conditions, which are incorporated herein by reference and apply to all TASProvider services not specifically addressed in this Agreement.

This Agreement applies specifically to the Cloud VPDC Services and supersedes all prior or contemporaneous agreements, proposals, representations, and communications relating to such services.

1. SERVICE LEVEL COMMITMENT

TASProvider will use commercially reasonable efforts to provide 99.999% uptime for its core cloud infrastructure and network services. This uptime commitment excludes any downtime attributable to Client actions or configurations.

2. SERVICE LEVEL CREDIT (SLA REMEDY)

In the event TASProvider fails to meet the 99.999% uptime commitment in any given calendar month, and upon Client’s written request within ten (10) days of the end of such month, TASProvider shall provide a service credit equal to one (1) day of prorated monthly service fees for each cumulative hour (or portion thereof) of unavailability, up to a maximum of one (1) month’s credit per affected service, per monthly billing cycle.

Such credits will be applied to future invoices only and will not be issued as refunds. Service credits shall constitute Client’s sole and exclusive remedy for any failure to meet the uptime commitment.

3. SLA EXCLUSIONS AND LIMITATIONS

This SLA does not apply to downtime or service disruptions caused by:

● Client-side connectivity issues, including local ISPs, hardware, or access points

● Distributed denial of service (DDoS) attacks or other third-party malicious activities;

● Scheduled or emergency maintenance, with or without prior notice when reasonably practicable;

● Force Majeure events, including but not limited to: acts of God, natural disasters, war, terrorism,

governmental actions, labor disputes, power outages, or failures of third-party software or services beyond TASProvider’s reasonable control.

4. THIRD-PARTY LICENSING

If the Client chooses to use its own licenses on TASProvider infrastructure, the Client is solely responsible for maintaining active Software Assurance (SA) and ensuring compliance with all applicable vendor licensing terms.

TASProvider assumes no responsibility or liability for license validation or enforcement. TASProvider reserves the right to request proof of valid licensing at any time. Failure to provide such proof may result in the suspension or termination of the affected services.

5. SERVICE CANCELLATION

All cancellations must be submitted via the Client Area by using the designated “Cancel” option. To safeguard Client data, all associated virtual machines (VMs), templates, and cloud assets must be manually terminated by the Client prior to submitting a cancellation request.

Cancellation is deemed complete only upon written confirmation via a support ticket from TASProvider. All outstanding invoices must be paid in full before the cancellation is finalized. Failure to complete the cancellation process may result in continued billing.

6. ENTIRE AGREEMENT

This Agreement, together with TASProvider’s General Terms and Conditions, constitutes the entire agreement between the parties with respect to the Cloud VPDC Services and supersedes all prior or contemporaneous communications, representations, and agreements, whether oral or written.

These Cloud VPDC-specific terms govern obligations related to this specific service. For all other provisions, including but not limited to limitation of liability, data privacy, force majeure, intellectual property, governing law, and dispute resolution, refer to the General Terms and Conditions.

7. MODIFICATIONS

TASProvider reserves the right to amend or update this Agreement from time to time. Continued use of the Services after any such changes constitutes acceptance of the revised terms.

Questions or concerns?

Contact us at: [email protected]

By using TASProvider’s Cloud VPDC services, You confirm that You have read, understood, and agree to be bound by these Cloud VPDC Terms of Use.