Terms of Service
Last updated: January 10, 2025
Welcome to Chamber. These Terms of Service ("Terms") govern your access to and use of the Chamber platform, services, and software (collectively, the "Service") provided by Chamber Technologies Corporation ("Chamber," "we," "us," or "our"). By accessing or using the Service, you agree to be bound by these Terms and our Privacy Policy.
If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and "you" refers to both you individually and that organization.
1. Service Description
Chamber provides a GPU capacity control plane for enterprise AI infrastructure. The Service enables organizations to:
- Model organizational structure through hierarchical initiatives
- Manage GPU capacity reservations across compute pools
- Schedule and manage AI/ML workloads with reserved and elastic capacity
- Monitor and analyze GPU utilization across the organization
- Deploy lightweight agents to Kubernetes clusters for workload coordination
2. Account Registration and Security
To use the Service, you must create an account and provide accurate, complete information. You are responsible for:
- Maintaining the confidentiality of your account credentials
- All activities that occur under your account
- Notifying us immediately of any unauthorized access or security breach
- Ensuring that your use complies with all applicable laws and regulations
We reserve the right to suspend or terminate accounts that violate these Terms or pose security risks.
3. Acceptable Use Policy
You agree to use the Service only for lawful purposes and in accordance with these Terms. You shall not:
- Use the Service for any illegal purpose or in violation of any applicable laws
- Attempt to gain unauthorized access to any part of the Service or related systems
- Interfere with or disrupt the integrity or performance of the Service
- Reverse engineer, decompile, or disassemble the Service
- Use the Service to transmit malicious code, viruses, or harmful content
- Resell, sublicense, or provide the Service to third parties without authorization
- Use the Service to train AI models on Chamber's proprietary systems or data
- Circumvent any capacity limits, quotas, or usage restrictions
4. Customer Data and Privacy
You retain all rights to the data you submit to the Service ("Customer Data"). By using the Service, you grant Chamber a limited license to process Customer Data solely to provide and improve the Service. We handle Customer Data in accordance with our Privacy Policy.
You represent and warrant that you have all necessary rights to submit Customer Data and that such data does not infringe any third-party rights.
5. Agent Deployment
The Service may include deployment of software agents to your Kubernetes clusters. By deploying these agents, you acknowledge and agree that:
- You are responsible for the security and configuration of your cluster environment
- Agents will communicate with Chamber's control plane to coordinate workload scheduling
- You will maintain agents at supported versions as specified in our documentation
- Chamber is not responsible for issues arising from misconfigured or outdated agent deployments
6. Payment Terms
Certain features of the Service may require payment. By selecting a paid plan:
- You agree to pay all applicable fees as described at the time of purchase
- Fees are billed in advance on a monthly or annual basis
- All fees are non-refundable except as required by law or expressly stated
- We may change pricing with 30 days' notice before your next billing cycle
- Failure to pay may result in suspension or termination of Service
7. Service Availability
We strive to maintain high availability of the Service but do not guarantee uninterrupted access. The Service may be temporarily unavailable due to:
- Scheduled maintenance (with reasonable advance notice)
- Emergency maintenance or security updates
- Factors beyond our reasonable control
Enterprise customers may be entitled to specific service level agreements as described in their subscription agreement.
8. Intellectual Property
The Service, including all software, algorithms, interfaces, documentation, and related materials, is owned by Chamber and protected by intellectual property laws. These Terms do not grant you any rights to our trademarks, logos, or branding.
You may provide feedback, suggestions, or ideas about the Service. You grant Chamber a perpetual, irrevocable, royalty-free license to use such feedback for any purpose without obligation to you.
9. Confidentiality
Each party agrees to maintain the confidentiality of the other party's confidential information and not to disclose it to third parties except as necessary to perform obligations under these Terms or as required by law.
10. Disclaimer of Warranties
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, CHAMBER DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
Chamber does not warrant that the Service will be error-free, uninterrupted, secure, or meet your specific requirements. You assume all responsibility for selecting the Service to achieve your intended results.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CHAMBER, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY.
CHAMBER'S TOTAL CUMULATIVE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO CHAMBER IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).
Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.
12. Indemnification
You agree to indemnify, defend, and hold harmless Chamber and its officers, directors, employees, agents, and affiliates from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
- Your use of the Service
- Your violation of these Terms
- Your violation of any applicable laws or regulations
- Your Customer Data or content
- Any third-party claims related to your use of the Service
13. Term and Termination
These Terms remain in effect until terminated. Either party may terminate:
- You may terminate by discontinuing use and deleting your account
- We may terminate or suspend your access immediately for violation of these Terms
- We may terminate with 30 days' notice for any reason
Upon termination, your right to use the Service ceases immediately. Sections that by their nature should survive (including Intellectual Property, Disclaimer, Limitation of Liability, and Indemnification) will survive termination.
14. Modifications to Terms
We may modify these Terms at any time. We will provide notice of material changes through the Service or by email. Your continued use of the Service after such notice constitutes acceptance of the modified Terms. If you do not agree to the changes, you must stop using the Service.
15. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws principles. Any disputes arising from these Terms or the Service shall be resolved through binding arbitration in San Francisco, California, in accordance with the rules of JAMS, except that either party may seek injunctive relief in any court of competent jurisdiction.
You agree to resolve disputes on an individual basis and waive any right to participate in class action lawsuits or class-wide arbitration.
16. General Provisions
- Entire Agreement: These Terms constitute the entire agreement between you and Chamber regarding the Service.
- Severability: If any provision is found unenforceable, the remaining provisions remain in effect.
- Waiver: Failure to enforce any provision does not waive our right to enforce it later.
- Assignment: You may not assign these Terms without our consent. We may assign these Terms freely.
- Force Majeure: Neither party is liable for delays or failures due to causes beyond reasonable control.
- Notices: We may provide notices through the Service or to the email address associated with your account.
17. Contact Information
If you have questions about these Terms, please contact us:
Chamber Technologies Corporation
San Francisco, CA
Email: legal@usechamber.com
