Terms of service

1.1 This instrument is issued by CLOUDRIDGE TECHNOLOGIES PTY LTD, ACN 696 705 478, ABN 69 696 705 478, of the Gold Coast, Queensland ("the Company"). References to "you" are to the reader of this website and, where the context requires, to a Customer.

1.2 Clauses 2 and 3 apply to anyone reading cloudridge.im. Clauses 4 to 17 and the schedules describe the basis on which a Service would be supplied and become binding only when a Customer agreement is signed under clause 4.

1.3 Capitalised terms carry the meanings given in clause 1 of the privacy policy, which is incorporated into every Customer agreement and read alongside this instrument. Where the two conflict on the handling of personal information, the privacy policy prevails.

2.1 The site is published for information. Read it, print it, quote it in a procurement pack, and send it to a lawyer. No permission is needed for any of that.

2.2 The site takes no input. There is no form, no account and no upload, so there is nothing here to submit and nothing to be responsible for having submitted.

2.3 Do not attempt to interfere with the site or the infrastructure serving it, and do not use it as a staging point against anything else. A good faith security report is not interference and is dealt with under clause 15.4.

2.4 Automated retrieval at a volume that degrades the site for other readers is not permitted. Ordinary indexing is, and the robots file says so.

2.5 Nothing on the site is advice about your architecture, your compliance position or your legal obligations, and it does not replace advice from someone who has read your contracts.

3.1 Schedule B records the status of each Service at the effective date and is the operative statement of it. A Service is supplied only once it is recorded there as available and a Customer agreement has been signed under clause 4.

3.2 The catalogue is not an offer capable of acceptance. Prices, targets and inclusions may change before a Service opens, and a change will appear in Schedule B before it appears in an invoice.

3.3 The response figures in Schedule B are design targets. They are what the systems are being built to achieve from an Australian client. They have not been measured under production load, on production hardware, with production data volumes, and until they have been they are an engineering intention rather than a promise.

4.1 A Service is supplied only under a written Customer agreement signed by both parties. Nothing on this website, and no email exchange short of that signature, creates an obligation to supply.

4.2 Each Service is contracted on its own document. A Customer taking two Services signs two agreements, and may terminate one without affecting the other. That is the point of the arrangement, and it is preserved deliberately in the paperwork rather than described as a philosophy.

4.3 The order of precedence within a Customer's contract is: the signed agreement, then Schedule C to this instrument, then this instrument, then the privacy policy on the handling of personal information, then any specification document. A purchase order's printed terms do not vary the agreement and are treated as administrative only.

4.4 The Company contracts with entities, not with individuals acting on their own behalf. A signatory warrants authority to bind the entity named.

5.1 Charges are monthly and are set out in Schedule A. There is no minimum term, no establishment fee and no exit fee. A Customer that stops paying stops being charged from the end of the month in which notice is given.

5.2 Invoices are issued monthly in arrears against actual usage for a metered Service and in advance for a flat-rate Service. Payment terms are fourteen days from the invoice date.

5.3 The Company is not registered for GST at the effective date. Invoices are therefore issued without a GST component and are not tax invoices for input tax credit purposes. If registration becomes compulsory or is elected, Customers are told before the first invoice that carries GST, and prices in Schedule A are then expressed as exclusive of it.

5.4 A price change requires sixty days' written notice and does not apply to a month already invoiced. A Customer that does not accept a change may terminate under clause 14 before it takes effect, without any charge arising from having done so.

5.5 A disputed invoice must be raised within thirty days. The undisputed portion falls due as usual; the disputed portion is held over until the dispute is resolved under clause 16.

6.1 A service level agreement does not form part of this instrument. No availability percentage is committed, no response-time credit regime applies and no compensation formula is stated. Where a Customer requires any of those, they are negotiated into the Customer agreement and priced there.

6.2 The targets in Schedule B describe what the systems are engineered for. They are drafted in latency percentiles rather than averages, because an average conceals the tail that a player actually notices.

6.3 When a Service opens, the Company intends to publish measured availability before offering any commitment based on it. A commitment offered before there is a measurement to support it would be a guess dressed as a term.

6.4 Nothing in this clause limits the guarantees in clause 11. A supplier cannot decline to offer a service level and thereby escape the statutory obligation to supply with due care and skill.

7.1 The Customer is the entity that decides what player data is collected and why. It must have a lawful basis for that collection, must give its players the notice its own jurisdiction requires, and must not instruct the Company to do anything with the data that the Customer could not lawfully do itself.

7.2 The Customer must send only the fields the integration defines. Directly identifying data about a player must not be placed inside an opaque field in order to get it through, and doing so is a breach of the agreement rather than a clever workaround.

7.3 The Customer is responsible for its own credentials, for the security of its build pipeline, and for revoking access when a staff member leaves.

7.4 The Customer is responsible for its store listings and for the declarations described in clause 17 of the privacy policy. The Company supplies the facts; the Customer signs the form.

7.5 Where a Customer's request would require the Company to act inconsistently with the Act, the Company will say so in writing and will not carry out the instruction until the point is resolved.

8.1 A Service must not be used to store material that is unlawful to hold, to distribute malware, to attack a third party, or to circumvent a platform's rules in a way that exposes the Company to liability.

8.2 Suspension is a last resort. Before suspending, the Company will give notice, state what has to change, and allow a reasonable period to change it, except where continued operation would be unlawful or would cause immediate harm to a third party.

8.3 Where an immediate suspension is unavoidable, the Company will notify the Customer within one business day, state the basis, and restore the Service as soon as the basis has gone.

8.4 Suspension does not extinguish the export right in clause 14. A Customer whose Service is suspended may still take its data out.

9.1 The Company owns the Services, the client integrations, the documentation and this website. Nothing in a Customer agreement transfers any of it.

9.2 A Customer receives a non-exclusive, non-transferable licence to use the client integration for the term, for the purpose of using the Service it has contracted, including in a game distributed commercially.

9.3 The Customer owns its game, its data and everything it sends. The Company receives no licence to that material except the licence required to run the Service the Customer has asked for, and that licence ends when the data is deleted.

9.4 The Company will not use a Customer's name, logo or game as a reference, in a case study, or in any marketing material without that Customer's prior written consent, given for the specific use.

9.5 Third-party names appearing anywhere on this site are used descriptively to identify the products they belong to and remain the property of their respective owners. No association or endorsement is implied by the reference.

10.1 Each party keeps the other's confidential information confidential, uses it only for the agreement, and discloses it only to those who need it for the agreement and are under an equivalent obligation.

10.2 Unreleased game content, roadmaps, player numbers and revenue figures are treated as confidential whether or not they are marked. The Company does not need to be told twice that an unannounced title is unannounced.

10.3 The obligation does not apply to information that is public otherwise than through a breach, that was already lawfully held, or that is independently developed.

10.4 Where disclosure is compelled by law, the compelled party gives notice before disclosing if it lawfully may, so that the other party can decide whether to resist.

10.5 The obligation survives termination for five years, and indefinitely for anything that also constitutes personal information.

11.1 The Australian Consumer Law is Schedule 2 to the Competition and Consumer Act 2010 (Cth). Where it applies to a supply, it gives the acquirer guarantees that a contract cannot take away.

11.2 Those guarantees include that services are supplied with due care and skill under section 60, that they are reasonably fit for any purpose made known to the supplier under section 61, and that they are supplied within a reasonable time under section 62.

11.3 Nothing in this instrument excludes, restricts or modifies a guarantee, right or remedy conferred by the Australian Consumer Law. A term that purported to do so would be void under section 64, and the rest of the instrument is to be read as if the offending words were absent.

11.4 Where section 64A permits it, and only for services not of a kind ordinarily acquired for personal, domestic or household use, the Company's liability for failing to comply with a guarantee is limited to supplying the services again or paying the cost of having them supplied again.

11.5 Whether an acquirer is a consumer for these purposes is decided by section 3 of the Australian Consumer Law and not by anything written here. A monthly subscription well under the statutory threshold will usually qualify, and the Company does not argue otherwise as a matter of course.

12.1 The Company warrants that it will supply with due care and skill, that it has authority to enter into the agreement, and that it will handle personal information in accordance with the privacy policy.

12.2 The Company gives no warranty that a Service will be uninterrupted or error free, and offers no availability figure. Clause 6 explains why.

12.3 This instrument makes no representation about insurance cover. A Customer whose procurement policy requires a certificate of currency should ask for one before signing, and the position as it then stands will be answered in writing.

12.4 No warranty is given about the fitness of a Service for a regulated use, including any use subject to gambling, financial services or age-verification regimes. A Customer contemplating such a use should raise it before signing, because the answer may be that the Company declines the work.

13.1 This clause operates subject to clause 11 in every case. Nothing in it limits liability that cannot lawfully be limited.

13.2 Subject to 13.1 and 13.4, each party's aggregate liability under a Customer agreement is limited to the charges paid or payable under that agreement in the twelve months before the event giving rise to the claim.

13.3 Subject to 13.1 and 13.4, neither party is liable for loss of profit, loss of revenue, loss of anticipated saving, loss of goodwill or any indirect or consequential loss.

13.4 The limits in 13.2 and 13.3 do not apply to liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for a Customer's obligation to pay charges properly invoiced, or to a breach of clause 10.

13.5 A claim must be brought within twelve months of the claimant becoming aware of the circumstances giving rise to it, or within any longer period a statute requires.

13.6 Each party must take reasonable steps to mitigate its loss. A Customer that declines to run the export in clause 14 and then loses data it could have held itself will find that failure taken into account.

14.1 A Customer agreement runs month to month from the date the Service is made available. Either party may terminate for convenience on thirty days' written notice.

14.2 Either party may terminate immediately for a material breach that is not remedied within fourteen days of written notice describing it, or where the other party becomes insolvent.

14.3 On termination the Customer has thirty days to run the export described in Schedule C. Access for export purposes survives termination for that window even where charges are outstanding, because withholding a customer's own data as leverage over an invoice is not a collection method the Company will use.

14.4 At the end of the export window the Company destroys the Customer's records in accordance with clause 13 of the privacy policy, and confirms in writing that it has done so.

14.5 Export is a documented endpoint, not a support request. The Customer runs it without asking, at any time during the term as well as after it, and the restore test that proves the export can be reloaded runs on the same rotation as the backup with the result visible to the Customer.

14.6 Clauses 9, 10, 11, 13, 16 and 17 survive termination, as do any provisions that by their nature are intended to.

15.1 Neither party is liable for a failure caused by something outside its reasonable control, provided it tells the other promptly and works to resume. A Customer may terminate without penalty if such a failure continues beyond thirty days.

15.2 An infrastructure supplier that disappears is a worse outcome for a studio than one that performs badly, and a small supplier has to say what happens in that case rather than leave it to be discovered.

15.3 If the Company decides to withdraw a Service, it will give ninety days' written notice, keep the export endpoint running for the whole of that period, and answer migration questions in writing at no charge. If the Company becomes insolvent, the export endpoint and the documentation are the Customer's practical protection, which is why clause 14.5 makes the export self-service rather than dependent on someone being available to run it.

15.4 A good faith security report is treated as a contribution and not as an attack. The Company will not respond to one with a legal threat, will acknowledge it on the same or the next business day, and asks only for a reasonable period to fix the issue before it is published.

16.1 A dispute is raised in writing, describing what is disputed and what outcome is sought. The parties then have twenty business days to resolve it between themselves before either commences proceedings.

16.2 That period does not prevent either party from seeking urgent interlocutory relief, and does not prevent a party from exercising a right of termination.

16.3 The law of Queensland governs this instrument and every Customer agreement. The courts of Queensland have non-exclusive jurisdiction.

16.4 Nothing in this clause affects a person's right to complain to a regulator. A privacy complaint route is set out in clause 16 of the privacy policy, and a consumer complaint may be made to the Australian Competition and Consumer Commission or to the relevant state fair trading agency without reference to this clause.

17.1 A Customer agreement may not be assigned without the other party's written consent, which is not to be unreasonably withheld. The Company may assign to a successor of its business only where that successor assumes the obligations in full and the Customer is told before the transfer.

17.2 Notices under a Customer agreement are given by email to the addresses recorded in it. Notices to the Company go to ops@cloudridge.im. Notices requiring formal service go to the registered office shown for ACN 696 705 478 in ASIC's register.

17.3 The website terms in clauses 2 and 3 may be amended by publication with a new effective date. A Customer agreement may be amended only in writing signed by both parties, except for a price change under clause 5.4.

17.4 If a provision is unenforceable it is severed to the minimum extent necessary and the balance continues in force.

17.5 A failure to enforce a provision is not a waiver of it, and a waiver on one occasion is not a waiver on another.

17.6 The signed agreement, its schedules and the documents named in clause 4.3 record the whole of what is agreed and replace anything said beforehand, except that nothing excludes liability for a fraudulent statement.

17.7 The parties are independent contractors. Nothing creates a partnership, joint venture, agency or employment relationship.

This schedule sets out the commercial shape of each Service. Rates are quoted per Customer at the time an agreement is prepared; what is fixed here is the basis on which a charge is calculated and the terms attaching to it.

Read this schedule with clauses 3 and 6. Every figure in the target column is a design target measured from a client located in Australia, and none has been verified under production load.

What is deliberately not in the catalogue

There is no identity or authentication product, no analytics, no telemetry pipeline, no crash reporting, no messaging or notification service, and no shared player account model. A Customer that needs those buys them elsewhere or builds them, and nothing in a Service assumes it has them.

Interpretation of a percentile target

A target expressed at the 95th percentile means that ninety-five of every hundred requests, measured over a rolling window at the service boundary, are intended to complete within the stated time. It excludes time spent in the Customer's own network path, on the player's device, and in any component the Customer has placed in front of the Service.

This schedule carries the processing obligations that attach to every Customer agreement. It is read with the privacy policy, whose Schedule A records what is held and whose Schedule C records the periods that differ by Service.

Export format

An export is produced in a documented format with a documented schema, and the schema is published rather than described. A save export contains the identifier, the payload as stored, and the metadata needed to reload it. A leaderboard export contains every entry with its board, score, time and any display name. A config export contains the current values and the change history.

Why the restore test matters more than the backup

A backup that has never been reloaded is a file of unknown value. The test that reloads one runs on the same schedule as the backup itself, and its result is visible to the Customer whose data was reloaded. An export that has never been tested against a restore is the same problem wearing a different name, which is why clause 14.5 ties the two together.