Terms of Service

Effective Date: April 1, 2026

1. Agreement Overview

These Terms of Service ("Agreement") govern the relationship between you ("Customer") and Federated Computer, Inc ("Company," "we," "us," or "our"). By engaging our services, you agree to be bound by the terms set forth herein. If you do not agree to these terms, you must not use our services.

2. Description of Services

Federated Computer, Inc provides managed IT services which may include, but are not limited to:

  • Provisioning and configuring virtual machines (VMs) on infrastructure designated by or for the Customer
  • Installing, configuring, and maintaining open source software on behalf of the Customer
  • Ongoing technical support, monitoring, and management of provisioned environments
  • Consulting and advisory services related to IT infrastructure

All services are performed at the direction of the Customer and for the Customer's sole benefit.

3. Ownership of Assets

3.1. Virtual Machines

All virtual machines provisioned by the Company on behalf of the Customer are and shall remain the sole property of the Customer. The Company claims no ownership, licensing rights, or residual interest in any virtual machine, its configuration, its data, or its contents at any time — during or after the provision of services.

The Customer may request the transfer of any virtual machine to their direct control at any time, without requiring justification. Upon receiving a transfer request, the Company shall:

  • Acknowledge the request within two (2) business days
  • Complete the transfer in a timely and cooperative manner, causing minimal disruption to the Customer's operations
  • Provide all necessary credentials, configuration details, and documentation required for the Customer to assume full independent control of the virtual machine
  • Not impose any conditions, penalties, or additional fees solely as a consequence of the transfer request, beyond reasonable charges for labor associated with executing the transfer

The Company shall not delay, obstruct, or place any lien on the virtual machine in connection with a transfer request. Outstanding billing disputes or service fees, if any, shall be handled as a separate matter and shall not be used as grounds to withhold or delay the transfer of Customer-owned assets.

3.2. Open Source Software

All open source software installed by the Company on behalf of the Customer is installed for the Customer's use and benefit. The Company does not claim ownership over any open source software. Ownership, licensing, and usage rights of such software are governed exclusively by the respective open source licenses under which each software package is distributed.

A full catalog of open source software used on Customer systems, along with their respective licenses, can be reviewed here: Open Source Software Catalog & Licenses.

It is the Customer's responsibility to review and comply with all applicable open source license terms. If the Customer has any questions regarding specific software licenses, they are encouraged to consult the catalog above or seek independent legal counsel.

3.3. Customer Data

All data stored on, transmitted through, or processed by Customer-owned virtual machines remains the exclusive property of the Customer. The Company shall not access, use, reproduce, or disclose Customer data except as strictly necessary to perform the contracted services or as required by law.

3.4. No Residual Rights

Upon termination of services, the Company retains no rights, claims, or interests in any virtual machines, software environments, configurations, or data belonging to the Customer.

4. Company Intellectual Property

While Customer assets remain the property of the Customer, the Company retains ownership of its own proprietary tools, methodologies, scripts, processes, and documentation used in the delivery of services. Nothing in this Agreement transfers ownership of the Company's intellectual property to the Customer, unless explicitly agreed to in a separate written instrument.

5. Customer Responsibilities

The Customer agrees to:

  • Provide accurate and complete information necessary for the Company to perform services
  • Ensure that the intended use of provisioned virtual machines and installed software complies with all applicable laws and regulations
  • Review and comply with all open source software licenses applicable to software installed on their behalf
  • Maintain appropriate credentials and access controls for their virtual machines and environments
  • Promptly notify the Company of any security incidents, unauthorized access, or irregularities discovered in their environment
  • Pay all fees for services rendered in accordance with the agreed payment terms

6. Company Responsibilities

The Company agrees to:

  • Perform all services in a professional and workmanlike manner
  • Act solely in the Customer's interest when provisioning and configuring Customer-owned assets
  • Maintain the confidentiality of all Customer data and infrastructure details
  • Not install, configure, or run any software on Customer systems beyond what is authorized by the Customer
  • Provide reasonable notice before performing any significant changes to Customer environments
  • Maintain adequate security practices in the delivery of its services

7. Open Source Software Disclaimer

The Company installs open source software as a convenience service. The Customer acknowledges that:

  • Open source software is provided under its own respective licenses, not by the Company
  • The Company makes no warranties regarding the fitness, security, or merchantability of any open source software
  • The Customer is solely responsible for ensuring their use of open source software complies with applicable licenses
  • The Company is not liable for any vulnerabilities, defects, or legal issues arising from open source software

8. Confidentiality

Both parties agree to keep confidential all non-public information disclosed in connection with this Agreement, including but not limited to infrastructure details, business operations, pricing, and Customer data. This obligation shall survive termination of the Agreement for a period of three (3) years.

9. Fees and Payment

  • Service fees will be outlined in a separate Statement of Work or service agreement
  • Invoices are due upon receipt and will be settled through the credit card on file, unless otherwise agreed in writing
  • The Company reserves the right to suspend services for non-payment after reasonable notice
  • All fees are non-refundable unless otherwise stated in the applicable service agreement

10. Limitation of Liability

To the maximum extent permitted by applicable law:

  • The Company's total liability for any claim arising out of or related to this Agreement shall not exceed the total fees paid by the Customer in the three (3) months preceding the claim
  • The Company shall not be liable for any indirect, incidental, consequential, or punitive damages, including loss of data, loss of revenue, or business interruption
  • The Company is not liable for issues arising from open source software, third-party infrastructure, or actions taken by the Customer

11. Indemnification

The Customer agrees to indemnify and hold harmless the Company from any claims, damages, or expenses (including reasonable legal fees) arising from:

  • The Customer's use of provisioned virtual machines or installed software in violation of applicable laws
  • Breach of any open source software license by the Customer
  • Any third-party claims related to the Customer's data or business operations

12. Term and Termination

  • This Agreement commences on the date services begin and continues until terminated by either party
  • Either party may terminate with thirty (30) days' written notice
  • The Company may terminate immediately if the Customer breaches a material term of this Agreement
  • Upon termination, the Company will provide reasonable assistance to transition Customer-owned assets back to the Customer's full control

13. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which the Company is registered, without regard to conflict of law principles. Any disputes shall be resolved in the courts of that jurisdiction.

14. Amendments

The Company reserves the right to update these Terms of Service. Customers will be notified of material changes with at least thirty (30) days' notice. Continued use of services after the effective date of changes constitutes acceptance of the updated terms.

15. Entire Agreement

This Agreement, together with any applicable Statements of Work or service agreements, constitutes the entire agreement between the parties and supersedes all prior understandings, representations, or agreements relating to the subject matter herein.

For questions regarding these Terms of Service, please contact us at legal@federated.computer.