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TERMS AND CONDITIONS — Last revised: September 16, 2026

Terms and Conditions

Note: payments to tzulo are non-refundable. The sole exceptions are stated in Section 1.4 (Payment Methods).

1. 1Fees and Billing.
   1. 1.1Service Charges. Customer agrees to pay the monthly charges for Services and any set up and other charges indicated on the Service Order(s) or otherwise due hereunder (collectively, “Service Charges”). If a Service Order provides for deferred payment of set-up costs over time, Customer remains responsible for the remaining balance of such set-up costs attributable to work Tzulo has already performed or costs Tzulo has already incurred, in the event of any early termination of the Service Order or this Agreement. Service Charges and all other amounts payable under this Agreement, including the price of any equipment sold under Section 3.1, are stated exclusive of Taxes. “Taxes” (each, a “Tax”) means all sales, use, excise, value-added, goods and services, telecommunications, utility, and similar taxes, and all fees, levies, and surcharges that a governmental authority imposes on, or measures by reference to, the Services, the Service Charges, or Customer’s purchase or use of the Services, or that Tzulo is required by applicable law to collect from Customer; Taxes do not include taxes on Tzulo’s net income, franchise taxes, or taxes on Tzulo’s property or employees, which Tzulo will pay. Customer is responsible for all Taxes. Tzulo will state on Customer’s invoice any Taxes that it is required to collect, and Customer will pay them on the terms set forth in Section 1.3. If Customer claims that a purchase is exempt from any Tax, Customer shall deliver to Tzulo, by email to sales@tzulo.com or through the Tzulo customer portal, a valid and properly completed exemption or resale certificate, or other documentation reasonably acceptable to Tzulo and sufficient under the law of the relevant taxing authority, before the Tax is invoiced. Tzulo will apply a certificate it has received and accepted to invoices issued after acceptance, and Customer remains liable for any Tax, penalty, and interest later assessed because a certificate was invalid, incomplete, or not delivered. Customer shall reimburse Tzulo, upon invoice and within the time provided in Section 1.3, for any Taxes, penalties, and interest that Tzulo pays or is assessed as a result of Customer’s failure to comply with this Section 1.1.
   2. 1.2“Burst” Bandwidth. Billing for connectivity beyond the committed level ("burst" bandwidth) will follow the "95th percentile" rule: Usage samples will be collected and sorted from highest to lowest and the top 5% discarded. The next highest sample (the 95th percentile number) will then be used as the basis in computing the charge for the month for bandwidth beyond the committed level. Further detail on 95th percentile measurement is set forth in the Bandwidth Billing section of the Addendum below.
   3. 1.3Billing and Payment Terms. Beginning on the date of commencement of the Services, as set forth in the Service Order or otherwise documented, Customer will be billed monthly in advance for the contracted Services; except for specified one-time additional Services ordered by Customer and for “burst” bandwidth, which will be billed after the end of the month. All Service Charges and other fees will be due in U.S. dollars within fifteen (15) days of the date of invoice, or on such other terms as Tzulo may require if Customer has not met the criteria for an unsecured net-15-day line of credit. Late payments will accrue interest at a rate of one and one-half percent (1 ½%) per month or the highest rate allowed by applicable law, whichever is lower. If Customer fails to make payments when due and does not cure such failure within ten (10) days after receipt of written notice of the same pursuant to the terms hereof, Tzulo will consider Customer in default of its payment obligations hereunder, may suspend service to Customer and require payment in advance of further Services.
   4. 1.4Payment Methods. Tzulo requires all customers to make payment via one of the following methods, including but not limited to: credit card, PayPal, bank transfer (ACH), wire transfer, or Bitcoin direct payment, at the time of the service due date. Failure to pay for services due may result in suspension or termination as expressly authorized by Section 9.1 or following the otherwise applicable notice and cure procedures of Sections 1.3 and 9.3. All customers whose single or combined services equal or exceed $3,500/month will incur a processing fee of up to 3% on credit card transactions, applied where and to the extent permitted by applicable law and card-network rules and shown on the invoice. It is the responsibility of the buyer to pay for services by a method that does not impose transaction fees on Tzulo; payment methods without such fees include but are not limited to bank transfer (ACH), wire transfer, and check. Bitcoin payments for services over $10,000/month will include a 1% fee. Any credit card or payment method added to the tzulo portal may be tried for payment when payment is overdue; Customer is responsible for adding and removing the payment methods that are or are not to be used, and any card on file within the customer account may be used for payment if the default payment method fails. By adding a payment method to the portal, Customer authorizes Tzulo to charge it for amounts due under this Agreement, including recurring Service Charges and applicable Taxes, and for no other purpose; amounts disputed in accordance with Section 1.6 are not charged while the dispute is pending. A declined or failed charge is not itself a breach of this Agreement. All subscription-based payment arrangements, such as PayPal subscriptions, are the responsibility of the buyer to cancel; Tzulo does not cancel subscriptions. Payments received under such a subscription after the associated service has been cancelled or changed will be applied to Customer’s account as a credit, or refunded on request as subscription overpayments under this Section. Notwithstanding the general rule that payments to Tzulo are non-refundable, Tzulo will refund a maximum of three (3) months of subscription overpayments once the overpayment is brought to our attention; this is the sole exception to the non-refundable rule; the only other exception is an amount paid for a Service Order that Tzulo declines or does not activate, which Tzulo will refund.
   5. 1.5Support Times. Tzulo support is unmanaged support for all services. Tzulo will not configure servers beyond their initial configuration, nor maintain servers, check raid status, or provide alerts for downtime or issues. Furthermore, the Tzulo support queue provides tech responses that are typically up to 4 hours for initial response. Customer is asked to select the appropriate priority value for the issue or question. Urgent requests determined to be not directly related to Tzulo’s network and facility infrastructure (as distinct from the configuration and operation of Customer’s servers, including equipment supplied under Section 3.2) may result in a managed support fee, billed at the standard hourly rate for Remote Hands Services stated in the Data Center Rules, in thirty (30) minute increments. The fee applies only after Tzulo states in the ticket that further work is billable and Customer directs Tzulo to continue. LOW Non critical requests, licensing, general questions: 24 hours. MEDIUM Application or O/S level issue (able to connect to server): 3-6 hours. HIGH Critical service impacting (unable to connect to server): 0-4 hours. Reinstall queues and hardware replacement are 24 hours or less. However, please note these times are estimates only, not commitments, and may be longer or shorter depending on the current queue. Paid Remote Hands Services beyond the scope of unmanaged support are available as described in the Data Center Rules.
   6. 1.6Billing Disputes. Customer may dispute an invoiced charge in good faith by written notice through the Tzulo customer portal within five (5) days of the invoice date, identifying the invoice, the disputed amount, and the reason. Customer shall pay all undisputed amounts when due. While a dispute raised in accordance with this Section is pending, Tzulo will not suspend or terminate Services, and will not apply late fees, on account of the disputed amount, and the dispute does not itself establish default. Tzulo will review the dispute and deliver a written determination stating its basis within fifteen (15) days, and the dispute ceases to be pending under this Section upon delivery of that determination. Any amount determined to be payable is due five (5) days after delivery of the determination, and that fifth day is the due date of that amount for purposes of Sections 1.3 and 9.1, except that late interest under Section 1.3 runs from the original due date. The determination does not prevent either party from pursuing its available legal remedies. Except as provided in Section 1.4, charges not disputed within five (5) days of the invoice date are deemed accepted. A dispute raised in bad faith, including a pattern of disputes raised in bad faith, does not receive the protections of this Section; the number or proportion of charges disputed does not alone establish bad faith. Initiating a chargeback with respect to an amount disputed under this Section while the dispute is pending is inconsistent with this procedure and ends the protections of this Section as to that amount.
   7. 1.7Deposits and Assurance of Payment. Tzulo may at any time require a deposit, advance payment, or other assurance of payment of up to three (3) months of Service Charges where Customer’s payment history, credit report, or financial condition gives Tzulo reasonable grounds for insecurity, or where Customer becomes the subject of a proceeding described in Section 9.2, and this right supplements the credit conditions in Section 1.3 and in the Acceptance of Services section of the Addendum. Tzulo may apply a deposit against any amount past due and will return the unapplied balance, without interest, after all Services have ended and all amounts owed have been paid; an amount held under this Section is security rather than payment for Services until applied, and the return of the unapplied balance is not a refund for purposes of Section 1.4. A demand under this Section will state the grounds relied on. If Customer fails to provide the required assurance within ten (10) days after the demand, Tzulo may suspend the Services and require payment in advance for further Services; if the failure continues for a further ten (10) days, it is a material breach for which the cure period in Section 9.3 does not apply, except where applicable law stays or limits that remedy.
2. 2Services. The Services will be provided to Customer on the terms set forth on the Service Order(s), subject to the provisions of this Agreement. Requests for additional Services may be made to Tzulo’s sales staff or by e-mail to sales@tzulo.com and will be effective when accepted by Tzulo. Such additional Services shall result in an increase in the Service Charges as set forth in the Service Order. For additional services outside the scope of this Agreement (including any Service Order), Tzulo must receive 72 hours’ advance notice before commencing such services, or may bill Customer a $500 rush services charge. This paragraph does not apply to Remote Hands Services or to maintenance scheduled under the notice periods in the Data Center Rules.
3. 2.1Support Burden. Tzulo reserves the right to provide notice of termination of any and all Services where Customer’s conduct places an undue burden on Tzulo staff, including but not limited to: abusive or threatening conduct toward Tzulo staff, or support consumption that grossly and persistently exceeds the scope of unmanaged services. What constitutes a 'burden' is determined solely by Tzulo, Inc.
4. 2.2Network Burden. It is the right of tzulo to suspend, cap or rate limit any and all traffic when deemed detrimental to the health of the network or other customers. Unmetered service is a shared service and is sold with no guarantees of any kind. Customers are asked to upgrade to dedicated port, metered, or flat rate plans to avoid congestion on the network.
5. 2.3IP Addresses. It is the right of tzulo to suspend, cancel, or terminate any clients that work to circumvent IP Addresses that are assigned to customer equipment. IP addresses and other numbering resources that Tzulo assigns to Customer are licensed to Customer for use with the Services during the term only. They are not sold, remain the property or registered resource of Tzulo or of the relevant Internet number registry, confer no right, title, or interest on Customer, and are not portable, transferable, assignable, or subject to any lien or security interest in Customer’s favor. Tzulo may renumber Customer’s assignment on thirty (30) days’ notice, or immediately where necessary for network security or registry compliance or to comply with an order of a governmental authority. All assigned addresses revert to Tzulo on expiration, termination, or cancellation of the Service to which they are bound, and Customer shall cease announcing and using them on that date. This Section does not apply to Customer’s own number resources that Tzulo announces on Customer’s behalf under Section 2.4. Where Customer sub-assigns any addresses, including under Section 11.6 or to end users of a VPN Service, Customer shall provide Tzulo, on request, the reassignment and utilization information Tzulo requires to meet its obligations to the relevant Internet number registry, except that, for a VPN Service, this obligation extends only to information the relevant registry’s policies require for Customer’s aggregate assignments and does not require Customer to create or retain records identifying individual end users of dynamic assignments beyond what the registry’s policies require, and Tzulo may reclaim addresses not used in accordance with that registry’s policy. Servers are assigned a Primary IP that is used for the tracking of the server, and is allocated for the IPMI Interface of each server. The Primary IP shall not be removed from this interface and reused on other services for any reason as this IP is monitored, and used for remote control of the services. Clients may not utilize IP Addresses that are not assigned to them for any reason. Clients caught sending malicious traffic with "spoofed" or unassigned IP Addresses from their services will be terminated.
6. 2.4BGP IPv4/IPv6 Prefixes. tzulo will only advertise via our BGP session with our providers, a client's IPv4/IPv6 Prefixes once an LOA (Letter of Authorization) has been provided from the IPv4/IPv6 owner. tzulo has the right to charge for each prefix that it is to announce on your behalf from our AS11878. Tzulo may withdraw the announcement where a removal request is verified against the relevant registry’s records and the LOA on file, or where Tzulo determines the announcement is or may be unauthorized, with concurrent notice to Customer. Verification and withdrawal work is billed to Customer at the then-current standard Remote Hands Services rate and increments stated in the Data Center Rules. Repeated IP block issues can result in termination and removal of all services including servers and IP blocks from our network.
7. 2.5No Service Level Agreement. Tzulo does not offer a Service Level Agreement. All Services, including without limitation network, power, and cooling, are provided on a best-effort basis, and no uptime, latency, or other performance commitment is made or implied. An explanation of why Tzulo does not publish an SLA is available at tzulo.com/legal/sla.
8. 3Equipment.
   1. 3.1Equipment Sales. If any Service Order includes the sale of equipment to Customer (including hardware, software, or other equipment), Customer agrees to pay the prices specified in the Service Order plus all applicable taxes, import and custom duties, and similar charges, upon the terms set forth herein. All risk of loss or damage to such equipment passes to Customer upon installation to Customer’s data center space or such other point designated in the Service Order. Title passes to Customer when all outstanding balances due for such equipment are paid in full. In the event Customer defaults on its payment obligations hereunder, Tzulo may, where and to the extent permitted by law and without breach of the peace, enter premises under Customer’s control, or other premises with the consent of their owner, to take possession of and remove such equipment, and may also or instead pursue any other remedy available at law.
   2. 3.2Supplied Equipment. Customer shall have no right or interest in any equipment supplied by Tzulo other than the right to use such equipment during the specified term while payments are current. Customer shall be liable to Tzulo for any damage to such equipment caused by Customer or Customer’s representatives, agents or employees.
   3. 3.3Supplied Equipment Software Updates. Customer shall NOT update any supplied hardware BIOS, FIRMWARE, or other component without the written consent of Tzulo's staff. At no time is a customer allowed to update a server's Motherboard, Raid card, Network card, GPU, or other component that is not directly owned by the customer without the written consent of Tzulo. Failure to follow this rule may result in the customer being liable for the complete replacement cost of the hardware, associated downtime, and personnel time.
9. 4Warranty. Tzulo warrants that it will perform the Services in a workmanlike manner consistent with generally accepted practice for comparable unmanaged hosting, colocation, and transit services, using personnel of suitable skill and experience, and in compliance with the laws applicable to Tzulo in its provision of the Services. This warranty is not a commitment as to availability, uptime, latency, throughput, capacity, or any other measured level of performance, as to which Section 2.5 controls and Tzulo makes no warranty of any kind. Customer’s sole and exclusive remedy, and Tzulo’s entire liability, for breach of this warranty is re-performance of the affected Services or, if Tzulo cannot re-perform them within a reasonable time, cancellation of the affected Services and termination of the affected Service Order on written notice, in which case Section 9.4(b) will not apply. For Services under a Service Order with a term longer than month-to-month, the parties will first discuss the issue in good faith and attempt to resolve it together, for up to fifteen (15) days after Customer’s termination notice, after which the termination under this Section takes effect. Customer must give Tzulo written notice of a warranty claim within thirty (30) days after Customer knew or reasonably should have known of the facts giving rise to it. EXCEPT AS SPECIFICALLY SET FORTH HEREIN, CUSTOMER’S USE OF THE SERVICES ARE AT CUSTOMER’S OWN RISK, AND TZULO DOES NOT MAKE, AND HEREBY DISCLAIMS, ANY AND ALL OTHER EXPRESS AND IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND TITLE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. EXCEPT AS SPECIFICALLY SET FORTH HEREIN, THERE IS NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.
10. 5Disclaimer of Third Party Actions and Control. Tzulo does not and cannot control the flow of data to or from the Tzulo network and other portions of the Internet. Such flow depends in large part on the performance of Internet services provided or controlled by third parties. At times, actions or inactions caused by these third parties can produce situations in which Customer connections to the Internet (or portions thereof) may be impaired or disrupted. It cannot be guaranteed that such situations will not occur and, accordingly, Tzulo disclaims any and all liability resulting from or related to such events. In the event that Customer’s use of the Service or interaction with the Internet or such third parties is causing harm to or threatens to cause harm to the Tzulo Network or its operations, Tzulo shall have the right to suspend the Service. Tzulo shall restore Service at such time as it reasonably deems that there is no further harm or threat of harm to the Tzulo Network or its operations.
11. 6Limitations of Liability.
    1. 6.1Exclusions. In no event will Tzulo be liable for any incidental, punitive, indirect or consequential damages (including without limitation any lost revenue or lost profits) or for any loss of technology, loss of data, or interruption or loss of use of Service or any other similar claims by Customer or related to Customer’s business, even if Tzulo is advised of the possibility of such damages.
    2. 6.2Maximum Liability. Notwithstanding anything to the contrary in this Agreement, Tzulo’s maximum aggregate liability to Customer related to or in connection with this Agreement whether under theory of contract, tort (including negligence), strict liability or otherwise will be limited to the total amount of fees actually paid by Customer to Tzulo hereunder in the three (3) month period immediately preceding the event giving rise to the claim.
    3. 6.3Backups. Backups are solely the Customer’s responsibility. Tzulo does not back up Customer data and shall have no liability for any loss of Customer data, however caused.
    4. 6.4Scope of Limitations. Nothing in this Article 6 excludes or limits liability for a party’s fraud or intentional misconduct, for Customer’s payment obligations under this Agreement, or for any liability that cannot be excluded or limited under applicable law; the remaining provisions of this Article 6 continue to apply to the fullest extent permitted. If the fees paid in the three (3) month period described in Section 6.2 are zero, the limit under that Section will instead be the fees paid by Customer in the twelve (12) months preceding the event or one hundred dollars ($100), whichever is greater.
12. 7Indemnification.
    1. 7.1Covered Claims. Each party (the “Indemnifying Party” for purposes of this Section) will indemnify, defend and hold harmless the other party (the “Indemnified Party”), its directors, officers, employees, and affiliates (collectively, the “Indemnified Entities”) from and against any and all claims, actions or demands brought against any of the Indemnified Entities alleging: (a) infringement or misappropriation of any intellectual property rights by the Indemnifying Party except to the extent caused by the Indemnified Party; (b) defamation, libel, slander, obscenity, pornography, or violation of the rights of privacy or publicity, in each case arising from content or communications originated by the Indemnifying Party or its personnel; (c) where Customer is the Indemnifying Party, any property loss suffered by any other customer of Tzulo resulting from acts or omissions by the Indemnifying Party or its representative(s) or designees, except to the extent caused by Tzulo’s negligence or willful misconduct; or (d) any personal injury suffered by any representative, employee or agent of the Indemnifying Party arising out of such individual’s activities related to the Services except to the extent caused by the Indemnified Party’s negligence or willful misconduct (collectively, the “Covered Claims”). Tzulo’s indemnification obligations under this Section are subject to the limitation of liability in Section 6.2.
    2. 7.2Notice Procedure. The Indemnified Party will provide the Indemnifying Party with prompt written notice of each Covered Claim of which the Indemnified Party becomes aware. Failure to give prompt notice relieves the Indemnifying Party of its obligations under this Section only to the extent it is actually prejudiced by the delay. The Indemnifying Party shall have the right to control the defense of any Covered Claim. At the Indemnified Party’s sole option, it may participate in the defense and settlement of any Covered Claim with counsel of its own choosing, at its own expense, and such participation shall not relieve the Indemnifying Party of any of its obligations under this Section. The Indemnifying Party shall not, without the Indemnified Party’s prior written consent, which shall not be unreasonably withheld, settle or compromise any Covered Claim on terms that impose any obligation or liability on, or admit fault by, the Indemnified Party, or that do not fully release the Indemnified Party from the claim. Nothing in this Section 7.2 limits Section 7.3, including Tzulo’s control of its own response and defense of governmental and regulatory matters as stated there.
    3. 7.3Customer Indemnity. In addition to Customer’s obligations under Section 7.1 and Section 11.6, Customer will indemnify, defend and hold harmless Tzulo, its Indemnified Entities (as defined in Section 7.1, Tzulo being the Indemnified Party for purposes of this Section 7.3), and its agents from and against any third-party claim, demand, action, or proceeding, and will indemnify and hold the foregoing harmless from and against any governmental or regulatory investigation or enforcement action arising from conduct described in clause (c) or clause (d), in each case together with all resulting liabilities, damages, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys’ fees), to the extent arising out of or relating to: (a) Customer’s use of the Services, or use of the Services by any person through Customer’s account, credentials, or equipment, whether or not authorized by Customer; (b) any content, data, software, or communications stored on, transmitted through, or made available by means of the Services by or on behalf of Customer; (c) any breach by Customer of this Agreement, the Acceptable Use Policy, the Data Center Rules and Regulations, or any other policy incorporated into this Agreement; (d) any violation of applicable law by Customer or by any person described in clause (a), including the export control and sanctions laws referenced in Section 11.4; or (e) the presence, condition, or operation of equipment owned or controlled by Customer in any Tzulo facility or connected to the Tzulo Network, or the conduct of Customer or its representatives or designees while in any Tzulo facility, including any resulting bodily injury or property damage. Customer’s obligations under this Section 7.3 do not apply to the extent a claim arises from Tzulo’s own negligence, willful misconduct, or breach of this Agreement. Third-party claims, demands, actions, and proceedings under this Section 7.3 are Covered Claims for purposes of Section 7.2, with Customer as the Indemnifying Party; provided that Customer shall not, without Tzulo’s prior written consent, settle any such claim on terms that impose any obligation on, or admit fault by, Tzulo or any of its Indemnified Entities or agents. With respect to any governmental or regulatory investigation or enforcement action arising from conduct described in clause (c) or clause (d), Tzulo shall control its own response and defense; Tzulo will notify Customer of the matter to the extent, and only to the extent, permitted by law and by the governmental authority concerned, and no failure or delay in such notice relieves Customer of its obligations under this Section; and Customer shall cooperate with Tzulo and shall reimburse Tzulo and its Indemnified Entities and agents for the resulting fines, penalties, costs, and expenses (including reasonable attorneys’ fees) upon invoice, payable in accordance with Section 1.3. Customer shall also reimburse Tzulo, upon invoice and payable in accordance with Section 1.3, for Tzulo’s reasonable costs of responding to subpoenas, court orders, and other legal process concerning Customer’s use of the Services, billed at the then-current standard Remote Hands Services rate and increments stated in the Data Center Rules, plus out-of-pocket costs, except where applicable law prohibits recovery; this reimbursement obligation also applies to legal process concerning a VPN Service; the Legal process item of the VPN Service Provider Terms governs Tzulo’s response and the records subject to production. Tzulo may, in its sole discretion, elect not to seek reimbursement under, or otherwise not to enforce, this Section 7.3 in any instance. Such an election is effective only if made by Tzulo in writing and applies only to the instance it identifies; no such election is a waiver of Tzulo’s rights under this Section 7.3 in any other instance, and no failure or delay by Tzulo in seeking reimbursement or enforcement constitutes such an election. This Section 7.3 is in addition to, and does not limit, the indemnification item of the VPN Service Provider Terms; in the event of a conflict between this Section 7.3 and the VPN Service Provider Terms concerning responsibility for, attribution of, or remedies arising from the conduct of end users of a VPN Service, the VPN Service Provider Terms control.
13. 8Term. This Agreement will commence on the Effective Date and will expire upon the expiration of all Service Order(s) hereunder, unless sooner terminated as provided herein. Each Service Order will have the term specified therein, and will automatically renew for successive terms equal in length to the initial term, at Tzulo’s then-current published rates, with any rate increase notified in writing at least thirty (30) days before the last day on which Customer may give notice of non-renewal for the then-current term (or, for month-to-month Service Orders, at least thirty (30) days before the renewal), unless Customer notifies Tzulo in writing at least thirty (30) days prior to the expiration of the then-current term, or such longer notice period as the applicable Service Order specifies, consistent with Section 9, that it has elected to terminate the Services under such Service Order at the end of such term. A rate increase not notified as required above does not apply to that renewal, and the renewal proceeds at the expiring term’s rate; where Tzulo gives later notice of an increase, Customer may instead decline the renewal by written notice within thirty (30) days after that notice, effective at the end of the then-current term, with no charge under Section 9.4(b).
14. 9Termination. Tzulo and its clients have the right to cancel any monthly services with a 30-day written notice to each other. Services with terms longer than month-to-month renew and terminate as provided in Section 8 and the applicable Service Order. Colocation Services, in particular full-cabinet colocation, are commonly sold on one (1) year terms requiring sixty (60) days’ written cancellation notice; the term and notice period stated in the Service Order control. Cancellation notices must be given in writing through the Tzulo customer portal or as provided in Section 11.7; a cancellation submitted through the portal is effective when submitted and is confirmed in the portal.
    1. 9.1Nonpayment. In addition to its rights under Section 9.3 below, Tzulo may suspend service to Customer if Customer is in default of its payment obligations hereunder, other than amounts disputed in accordance with Section 1.6. Payment is due on the invoice due date. Notwithstanding the cure periods in Sections 1.3 and 9.3, if payment of any amount not disputed in accordance with Section 1.6 is not received within three (3) days after the due date, Tzulo may suspend the Services on the fourth (4th) day without further notice, and may thereafter terminate the affected Services and reprovision or resell the underlying equipment or resources to another customer. Consistent with Sections 6.3 and 9.6, Tzulo is not responsible for loss of data resulting from suspension, termination, or reprovisioning for nonpayment. Amounts disputed in accordance with Section 1.6 are not past due while the dispute is pending. Reinstatement of Services may involve costs, for which a reconnection fee may be required. Nonpayment of any outstanding invoices that remain unpaid following the notice and cure period in Section 1.3 may result in ALL services being suspended, not just the services in the invoices that are outstanding.
    2. 9.2Bankruptcy. Either party may terminate this Agreement upon written notice to the other party if such other party becomes the subject of a petition in bankruptcy or any proceeding relating to insolvency, receivership, or liquidation for the benefit of creditors, if such petition or proceeding is not dismissed within 60 days of filing.
    3. 9.3Breach. Except as otherwise stated, either party may terminate this Agreement if the other party breaches any material term or condition of this Agreement and fails to cure such breach within ten (10) days after receipt of written notice of the breach from the non-breaching party, describing the breach in reasonable detail.
    4. 9.4Effect of Termination. Upon expiration, cancellation, or termination of this Agreement or of any Service Order (in which case this Section applies as to the affected Services and Service Orders): (a) Tzulo will cease providing the affected Services; (b) if the termination results from Customer’s material breach (including nonpayment) or from Customer’s early termination other than pursuant to Section 9.3 or Section 4, Customer will pay, as a liquidated early-termination charge and not as a penalty, the recurring Service Charges for the unexpired portion of the then-current Term of each affected Service Order, less costs Tzulo avoids by not providing those Services; the parties agree that Tzulo’s loss from early termination is difficult to ascertain and that this charge is a reasonable pre-estimate of it. No early-termination charge applies where Tzulo terminates without Customer’s material breach, or where Customer terminates pursuant to Section 9.3 or Section 4; and (c) Tzulo reserves the right to restrict Customer’s physical access to its equipment in any facility of Tzulo’s and to hold such equipment securely until payment in full of all amounts not disputed in accordance with Section 1.6 has been received or until such equipment is held and disposed of in accordance with the notice and sale procedure in the Data Center Rules, with proceeds applied to outstanding balances.
    5. 9.5Payment Threats. An actual chargeback initiated against Tzulo, or Customer’s refusal to pay amounts owed to Tzulo other than amounts disputed in accordance with Section 1.6, will result in suspension of ALL Services with Tzulo until the amounts owed are paid in full or the dispute is resolved.
    6. 9.6Customer Data on Tzulo-Supplied Equipment. This Section applies to equipment supplied by Tzulo under Section 3.2, including dedicated servers and cloud servers. Consistent with Section 6.3, Customer is solely responsible for copying its data from Tzulo-supplied equipment before the date on which any expiration, termination, or cancellation takes effect and before any reinstall or reimage requested by Customer. Upon expiration or termination of this Agreement or any Service Order, or cancellation of any Service under Section 9, Tzulo may at any time and without further notice erase all Customer data from the affected equipment and reassign it; Tzulo has no obligation thereafter to retain, return, or provide access to Customer data, and does not undertake to recover data once erased. Any assistance Tzulo later agrees to provide in restoring Customer’s access so that Customer may retrieve its data is at Tzulo’s sole discretion, conditioned on payment in full of all amounts owed, and billed at the standard Remote Hands Services rate stated in the Data Center Rules. Suspension is not termination for purposes of this Section, and Tzulo does not undertake to preserve, or to provide access to, data on suspended equipment. Tzulo reprovisions Tzulo-supplied equipment before reassigning it to another customer, and reprovisioning includes, at minimum, repartitioning and reformatting the storage and installing a fresh operating system. Media that cannot be prepared for reuse in this manner is not reassigned. Reprovisioning is not certified data destruction: Tzulo does not represent that it erases all data beyond forensic recovery or conforms to any particular sanitization standard, does not issue certificates of erasure or destruction, and does not undertake to physically destroy media; such services, where offered, are quoted individually via sales@tzulo.com and apply only where stated in a Service Order. Customers whose data requires guaranteed erasure should encrypt data stored on the equipment and may purchase certified destruction as described in this Section. Storage media supplied by Tzulo remain Tzulo’s property and are not delivered to Customer unless purchased under Section 3.1 before the equipment is reprovisioned; Customer-owned components installed in Tzulo-supplied equipment are subject to Section 9.4(c) and the Data Center Rules. Except as stated in the next sentence, this Section does not apply to Customer-owned colocated equipment, which is governed by Section 9.4(c) and the Data Center Rules. Once such equipment remains unclaimed after the cure window in those Rules has expired, Tzulo may erase or remove its storage media before selling or otherwise disposing of it. Nothing in this Section requires Tzulo to erase data it must preserve under applicable law or valid legal process, or affects Tzulo’s retention of its own business records concerning Customer.
15. 10Survival. The Parties’ respective representations, warranties, and covenants, together with obligations of indemnification, confidentiality and limitations on liability will survive the expiration, termination or rescission of this Agreement and continue in full force and effect.
16. 11Miscellaneous Provisions.
    1. 11.1Force Majeure. Other than with respect to failure to make payments due, neither party shall be liable under this Agreement for delays, failures to perform, damages, losses or destruction, or malfunction of any equipment, or any consequence thereof, caused or occasioned by, or due to fire, earthquake, flood, water, the elements, labor disputes or shortages, utility curtailments, power failures, explosions, civil disturbances, governmental actions, shortages of equipment or supplies, unavailability of transportation, acts or omissions of third parties, or any other cause beyond its reasonable control. If an event described in this Section prevents Tzulo from delivering an affected Service for thirty (30) consecutive days, either party may terminate the affected Service Order on written notice, without liability and with no charge under Section 9.4(b).
    2. 11.2Confidentiality. Each party agrees that all information furnished to it by the other party, or information of the other party to which it has access under this Agreement, shall be deemed the confidential and proprietary information (collectively referred to as “Confidential Information”) of the Disclosing Party and shall remain the sole and exclusive property of the Disclosing Party (the party furnishing the Confidential Information referred to as the “Disclosing Party” and the other Party referred to as the “Receiving Party”). Each party shall treat the Confidential Information and the contents of this Agreement in a confidential manner, shall use such information only to the extent necessary to perform its obligations hereunder, and, neither party may directly or indirectly disclose the same to anyone other than its employees, officers, affiliates, and professional advisers (including counsel, accountants, auditors, and insurers) and its contractors, in each case on a need to know basis and bound by confidentiality obligations at least as protective as this Section, without the written consent of the Disclosing Party. Either party may also disclose Confidential Information, under confidentiality obligations at least as protective as this Section, to a bona fide prospective party to a transaction permitted by Section 11.5, to the extent necessary for that transaction. Information will not be deemed Confidential Information hereunder if such information: (i) is known to the Receiving Party prior to receipt from the Disclosing Party directly or indirectly from a source other than one having an obligation of confidentiality to the Disclosing Party; (ii) becomes known (independently of disclosure by the Disclosing Party) to the Receiving Party directly or indirectly from a source other than one having an obligation of confidentiality to the Disclosing Party; (iii) becomes publicly known or otherwise ceases to be secret or confidential, except through a breach of this Agreement by the Receiving Party; or (iv) is independently developed by the Receiving Party. The Receiving Party may disclose Confidential Information, or the contents of this Agreement, to the extent required by law or regulation, or by a subpoena, court order, search warrant, or other valid legal process; provided that, unless notice is prohibited by law, court order or other legal process, or a law enforcement or other governmental authority has requested that notice be withheld, the Receiving Party will give the Disclosing Party prompt written notice of the required disclosure (before disclosure where practicable) and will cooperate reasonably, at the Disclosing Party’s request and expense, with the Disclosing Party’s lawful efforts to limit the disclosure or obtain confidential treatment. Information so disclosed remains Confidential Information for all other purposes. Nothing in this Section restricts Tzulo from disclosing information to the extent described in the Privacy Policy, the Acceptable Use Policy, or the Law Enforcement Requests section of the DMCA Policy.
    3. 11.3Marketing. Unless Customer at any time requests otherwise, Tzulo may refer to Customer by name and with logo in Tzulo’s marketing materials and website and, subject to Customer’s review and approval, may promote Customer’s business and use of the Services through a press release, advertising, and other marketing literature.
    4. 11.4Export Control and Sanctions. Customer shall comply with all applicable U.S. export control laws and regulations, including the Export Administration Regulations (EAR), and with all economic sanctions programs administered by the U.S. Office of Foreign Assets Control (OFAC). Tzulo does not provide Services to, and Customer shall not export, re-export, transfer, or make the Services available to, any person or entity identified on an OFAC sanctions list or located in a country or region subject to a U.S. embargo. Customer represents and warrants, on the Effective Date and on each renewal, that neither Customer, nor any person owning 50% or more of Customer directly or indirectly, nor any of Customer’s directors or officers, is identified on an OFAC sanctions list or is located in, organized under the laws of, or ordinarily resident in a country or region subject to comprehensive U.S. sanctions, and that Customer will not permit any such person to use or benefit from the Services, including as an end user of a resold Service under Section 11.6 or of a VPN Service. Customer will provide, within five (5) business days of request, the identity, address, and beneficial-ownership information Tzulo reasonably requires to screen Customer and its account. Notwithstanding Section 9.3 and any other notice or cure period in this Agreement, Tzulo may suspend or terminate any or all Services immediately, without notice, refund, or liability, where Customer or any person described in this Section is or becomes identified on an OFAC sanctions list, or where Tzulo determines in good faith that continued provision of the Services would or may violate applicable export control or sanctions law, and Tzulo may refuse, block, hold, return, or report any payment where it believes in good faith it may be required to do so by such law.
    5. 11.5Assignment. Neither party may assign its rights or delegate its duties under this Agreement either in whole or in part without the prior written consent of the other party, except to an affiliate or a party that acquires substantially all of the assigning party’s assets or a majority of its stock as part of a corporate merger or acquisition. Any attempted assignment or delegation without such consent will be void. This Agreement will bind and inure to the benefit of each party’s successors and permitted assigns.
    6. 11.6Resale of Services. Customer may resell the Services. If Customer resells the Services, the Customer that entered into this Agreement remains fully and solely responsible to Tzulo for all obligations hereunder, including billing and payment, compliance with this Agreement, the Tzulo Acceptable Use Policy and Tzulo colocation policies, the handling of abuse originating from the Services, and all acts and omissions of Customer’s end users. Tzulo has no relationship with, and no obligation to, any end user of Customer. Customer hereby indemnifies Tzulo against any harm or any claims arising out of acts or omissions of any customers of Customer or other third parties using Customer’s equipment or service that is the subject of this Agreement, subject to the notice and defense procedures of Section 7.2, and except as provided in the VPN Service Provider Terms with respect to end users of a VPN Service. Resale does not create any agency, partnership, or franchise relationship between Tzulo and Customer or between Tzulo and any end user, and this Agreement grants Customer no license to use Tzulo’s name, logo, or trademarks. Customer shall not use them in any marketing material, proposal, contract, or public statement without Tzulo’s prior written consent, and shall cease any such use on Tzulo’s written request. Customer shall not make, and shall not permit any end user to be given, any representation, warranty, service level agreement, uptime commitment, or other assurance concerning the Services on Tzulo’s behalf or purporting to bind Tzulo. Customer’s agreement with each end user shall disclaim any Tzulo warranty and any Tzulo obligation to that end user, and shall require compliance with the Acceptable Use Policy, the VPN Service Provider Terms where applicable, and, for equipment in a Data Center, the Data Center Rules. Customer indemnifies Tzulo under Section 7.3 against any claim arising from a breach of this Section 11.6.
    7. 11.7Notices. Any required notice hereunder may be delivered personally or by email, courier, regular mail or mailed by registered or certified mail, return receipt requested. Notices to Customer shall be given using the contact information maintained in Customer’s account in the Tzulo customer portal, or at such other address as Customer may designate to Tzulo by written notice. Such notice will be deemed to have been given as of the date it is delivered personally or by email, courier, or five (5) days after it is sent by mail. In addition, Tzulo shall have the right to send Customer notices to the email address in Customer’s account in the Tzulo customer portal. Such email notification is deemed delivered on the day sent unless returned to sender. Notices to Tzulo shall be directed to the Legal Department as specified in the Notices section of the Addendum to this Agreement. Customer shall maintain legitimate, accurate, and current contact information in the Tzulo customer portal at all times. Failure to update and maintain such contact information may result in suspension or termination of the Services in accordance with Section 9.3.
    8. 11.8Relationship of Parties. This Agreement will not establish any relationship of partnership, joint venture, employment, franchise or agency between the parties.
    9. 11.9Changes Prior to Execution. Each party represents and warrants that any changes to this Agreement made by it were properly marked as changes and that it made no changes to the Agreement that were not properly identified as changes.
    10. 11.10Governing Law; Venue; Jury and Class Action Waivers. The validity, interpretation, enforceability, and performance of this Agreement shall be governed by and construed in accordance with the laws of the State of Illinois, excluding its conflict of laws principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Cook County, Illinois for any dispute arising out of or relating to this Agreement, and each party irrevocably waives any objection to such jurisdiction and venue. Notwithstanding the foregoing, either party may seek temporary injunctive or other provisional relief in any court of competent jurisdiction, and doing so is not a waiver of the exclusive jurisdiction and venue stated in this Section as to any other matter. EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY. All claims arising out of or relating to this Agreement must be brought in a party’s individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding. Except for actions to collect amounts owed to Tzulo and claims for indemnification under Section 7, no action arising out of or relating to this Agreement or the Services may be brought by either party more than two (2) years after the cause of action accrues, and each party waives any longer limitations period to the extent such waiver is permitted by law.
    11. 11.11Definitions and Interpretation. In this Agreement, unless the context requires otherwise: (a) “Tzulo” means Tzulo, Inc., and “tzulo,” “TZULO,” “we,” “us,” and “our” refer to Tzulo; (b) “Customer” means the person or entity that accepts this Agreement as provided in Section 12 and in whose name the account and Service Orders are maintained; a reference to a “customer,” “client,” “subscriber,” or “buyer” of Tzulo means Customer or, where the context indicates, Tzulo’s customers generally; “you” and “your,” in these Terms and Conditions and the Addendum, refer to Customer; and a reference to a customer, subscriber, or end user of Customer is to a third party whose use of the Services is addressed in Section 11.6 and, for a VPN Service, in the VPN Service Provider Terms; (c) “Services” means the services Tzulo provides to Customer under one or more Service Orders or otherwise under this Agreement, and “Service” means any of them; (d) “Service Order” means an order for Services placed by or on behalf of Customer, in whatever form submitted, and includes any document titled “Service Order Form”; whether and when Tzulo accepts a Service Order is governed by Section 2 of these Terms and Conditions and the section titled “Acceptance of Services”; (e) “Tzulo Network” and, when used of Tzulo’s network, “Network” and “network” mean the network facilities, equipment, and IP address space that Tzulo operates or announces in delivering the Services; (f) “Data Center” and “DC” mean any data center facility, or space within a facility, that Tzulo operates or controls and in which Services are delivered or Customer Equipment is located; (g) “Data Center Rules” means the document titled “Data Center Rules and Colocation Policy,” which this Agreement also refers to as the “Data Center Rules and Regulations,” the “DC Rules and Regulations,” the “Rules and Regulations,” and the “Tzulo colocation policies,” but not the “Building Rules and Regulations” referred to in the Data Center Rules, which are the rules of the building in which a Data Center is located; and the “Services Agreement,” “Tzulo Services Agreement,” and “service agreement” referred to in the Data Center Rules and the Acceptable Use Policy mean this Agreement; (h) “Acceptable Use Policy” and “AUP” mean the Tzulo Acceptable Use Policy; (i) “Customer Equipment” means equipment placed in a Data Center by or for Customer, other than equipment that Tzulo supplies for Customer’s use under Section 3.2; (j) “Remote Hands Services” means the on-site assistance described under that heading in the Data Center Rules, billed at the rates stated there; (k) “Tzulo customer portal” and “tzulo portal” mean the online account system through which Customer manages its account with Tzulo, and “customer account” and “Customer’s account” mean Customer’s account in that system, including the contact information used for notices under Section 11.7; (l) terms defined elsewhere in this Agreement, including “Service Charges” (Section 1.1), “Covered Claims” (Section 7.1), “Confidential Information” (Section 11.2), “Effective Date” (Section 12), “VPN Service” (VPN Service Provider Terms), and “Customer Area” (Data Center Rules), have the meanings given there; (m) a defined term has the same meaning whether singular or plural; (n) captions and headings are for convenience of reference only and do not affect interpretation; and (o) a reference to a numbered Section is to that Section of these Terms and Conditions unless another document is named. “Term” means, for each Service Order, the initial service term stated in that Service Order together with any renewal term arising under Section 8. A term defined in this Section has the same meaning in each document comprising this Agreement, except where that document expressly gives the term a different meaning for its own purposes.
    12. 11.12No Third-Party Beneficiaries. This Agreement is for the sole benefit of Tzulo and Customer and their permitted assigns, and of the Indemnified Entities to the extent stated in Section 7. No other person, including any customer, subscriber, or end user of Customer and any visitor to a Data Center, is an intended or incidental beneficiary of this Agreement or has any right to enforce any provision of it. The limitations in Sections 6.1 and 6.2 apply to any claim brought against Tzulo by or through Customer or any such person.
17. 12General. This Agreement consists of these Terms and Conditions; the Addendum: Additional Terms; the VPN Service Provider Terms; the sections beginning with “No Service Level Agreement”; the Acceptable Use Policy; the DMCA Policy, including the Law Enforcement Requests section; the Data Center Rules and Regulations, including the Remote Hands Services provisions; the Privacy Policy; and each Service Order, in each case as amended from time to time in accordance with the section titled ‘Changes in Terms of Agreement.’ Each of those documents is incorporated into and made a part of this Agreement by this reference, and together they are the complete agreement and understanding of the parties with respect to the subject matter hereof and supersede any other agreement or understanding, written or oral. Each party represents that in entering into this Agreement it has not relied on, and will have no remedy in respect of, any statement, representation, assurance, warranty, forecast, or understanding, whether written or oral and whether made negligently or innocently, other than those expressly set out in this Agreement. Without limiting the foregoing, Customer acknowledges that no statement in any advertisement, website page, proposal, sales presentation, network map, or communication with Tzulo personnel before acceptance is a commitment as to availability, uptime, latency, capacity, redundancy, or performance, and that Sections 2.5 and 4 state the whole of Tzulo’s performance obligation. Nothing in this Section limits liability for fraudulent misrepresentation. This Agreement may be modified only through a written instrument signed by Customer and an officer of Tzulo, except as provided in the section titled ‘Changes in Terms of Agreement.’ Should any provision of this Agreement be declared void or unenforceable, such provision will be deemed amended to achieve as nearly as possible the same economic effect as the original terms and the remainder of this Agreement will remain in full force and effect. Terms appearing on a party’s pre-printed business form, including any purchase order or acknowledgment, will not amend or supplement this Agreement and are hereby rejected. If a conflict arises among the documents comprising this Agreement, precedence will be given in the following order, in each case only as to the subject matter indicated: (a) the applicable Service Order, as to the pricing for the initial service term stated in that Service Order (renewal-term rates are governed by Section 8 unless the Service Order expressly states a renewal rate), the service term and renewal term, cancellation-notice periods, and ordered quantities stated in that Service Order; except for those expressly permitted commercial terms, no Service Order provision may expand Tzulo’s liability or reduce Customer’s obligations under this Agreement unless the provision is expressly identified as an amendment to this Agreement and signed by an officer of Tzulo; (b) the VPN Service Provider Terms, as to VPN Services; (c) the DMCA Policy, as to claims of copyright infringement and as to law enforcement requests, subpoenas, preservation requests, and other legal process; (d) the Data Center Rules and Regulations, including the Remote Hands Services provisions, as to facility access, colocation conduct, equipment installation, relocation, removal, and abandonment, Tzulo’s lien and security interest and their enforcement, holdover, insurance requirements, and the scope and rates of Remote Hands Services; (e) the Acceptable Use Policy, as to use of the Services; (f) the Privacy Policy, as to Tzulo’s collection, use, and disclosure of personal information; (g) these Terms and Conditions, as to all other matters; (h) the Addendum: Additional Terms, which supplements this Agreement and does not override any document listed above it unless it expressly states otherwise; and (i) the sections beginning with “No Service Level Agreement,” which describe Tzulo’s practices and create no additional performance obligation or credit remedy. Customer accepts and agrees to be bound by this Agreement by checking the box confirming acceptance of these terms during the online ordering process, by submitting a Service Order, or by using the Services, whichever first occurs, and the date of such first acceptance shall be the Effective Date of this Agreement unless a Service Order states otherwise. Customer agrees that any such acceptance constitutes Customer’s valid electronic signature under the federal Electronic Signatures in Global and National Commerce Act and applicable state enactments of the Uniform Electronic Transactions Act, and that Customer consents to the use of electronic records and electronic signatures to enter into and document this Agreement and the transactions contemplated hereby. No handwritten or other original signature shall be required for this Agreement to be valid, binding, and enforceable.

Addendum: Additional Terms

1. 1Acceptable Use. Customer will at all times comply with and conform its use of the Service to the Tzulo Acceptable Use Policy set forth at the Tzulo website, as updated from time to time, subject to thirty (30) days notice to Customer of any material changes. In the event Customer violates the Tzulo Acceptable Use Policy where Tzulo determines in its reasonable discretion that there is potential harm to its Network or business, Tzulo shall have the right to immediately suspend Service and, for violations that the Acceptable Use Policy identifies as grounds for immediate termination, to terminate the affected Services without a cure period, notwithstanding Section 9.3.
2. 2Illegal Use. Customer will cooperate in any investigation of Customer’s alleged illegal use of Tzulo’s facilities or other networks accessed through the Tzulo Network. If Customer fails to cooperate with any such investigation, Tzulo may suspend Customer’s Service. Additionally, Tzulo may modify or suspend Customer’s Service in the event of illegal use of the Tzulo Network or as necessary to comply with any law or regulation, including the Digital Millennium Copyright Act of 1998, 17 U.S.C. 512, as reasonably determined by Tzulo.
3. 3Other Networks. Customer is responsible for paying any fees, obtaining any required approvals and complying with any laws or usage policies applicable to transmitting data beyond the Tzulo Network and/or through other public and private networks. Tzulo is not responsible or liable for performance or non-performance of such networks or their inter-connection points.
4. 4Bandwidth Billing. Tzulo’s customers are billed based on the 95th percentile adjustment of their bandwidth usage. The minimum monthly rate is dependent on the amount of space required to co-locate your servers and is available by the shelf, rack or cage. Where stated in the Service Order, the purchase of space includes a minimum level of bandwidth usage. Any bandwidth used above that is billed on a per-kbps rate. 95th percentile pricing is based on a plotted graph of 5 minute averages taken over a monthly period. The busiest 5% of the five minute samples (equivalent to approximately the busiest 36 hours of usage every month) are discarded. The next highest sample is used to calculate the customer’s bandwidth charges. A detailed explanation of this 95th percentile billing can be described as follows.
   1. 4.1Traffic on the Tzulo network port(s) serving the Customer is sampled over five (5) minute periods. The total amount of data transferred in each period is divided by 300 seconds to give a sample measured in bits per second (bps).
   2. 4.2Inbound and outbound traffic are sampled separately, and the ninety-fifth percentile is calculated for each direction; the greater of the two is used for billing.
   3. 4.3Over a period of one month (i.e. 30 days) there are 8640 points plotted. The busiest 5% or 432 points are discarded, leaving you with 8208 points plotted. The largest of these points, measured in kbps, is used to calculate your bandwidth charge.
   4. 4.4If your monthly billing program is based on 512kbps bandwidth and your busiest sample, after discarding the top 5% of the plotted points, is 540kbps, then you would be billed for an additional 28kbps for that month. Unless otherwise stated on the Service Order Form, any usage above the contractually committed transfer rate will be billed at 125% of the committed per-kbps rate.
   5. 4.5Unmetered Bandwidth. Unmetered Bandwidth is billed at a flat rate with no committed-rate (95th percentile) billing component. It is not a guarantee of port speed, throughput, availability, or any other performance metric. Unmetered Bandwidth services allow customers to burst to the full speed of the service port for short time periods, but not to have sustained usage that is greater than the 95th percentile metric of 30% of the port. For example, a 100Mbps port cannot be utilized and sustained beyond 30 megabits, and a 1 gigabit port cannot be utilized beyond 30% (300Mbps) of sustained usage (95th percentile metric), without upgrading service to a dedicated or Burst Bandwidth model. Tzulo has the right to cap, rate limit, or traffic shape Customer’s service as Tzulo determines necessary to maintain fair and acceptable usage among other customers on this shared service. Unmetered Service is not a guarantee of any port speeds or performance metrics; it is the ability to burst without metering for compensation. Unmetered service is a shared service with no guarantee of bandwidth, data transferred or other metrics of any kind. Tzulo reserves the right to terminate services with customers when it sees an undue burden on its network or its other customers.

VPN Service Provider Terms

The following additional terms apply to any Customer that operates a virtual private network, proxy, or other anonymization service (a "VPN Service") on or through the Services. These terms supplement this Agreement and the Acceptable Use Policy. In the event of a conflict between these terms and any other provision of this Agreement concerning responsibility for, attribution of, or remedies arising from the conduct of end users of a VPN Service, including the handling of third-party complaints, these terms control. Tzulo's handling practices for such complaints are described in the section of Tzulo's DMCA Policy titled "VPN Service Providers."

1. Abuse contact. Customer shall maintain a working, monitored abuse contact for the VPN Service, shall keep that contact current with Tzulo, and shall respond promptly to complaints and inquiries forwarded by Tzulo, including notifications of claimed infringement. Customer shall acknowledge each complaint or notice forwarded by Tzulo and, where the complaint or notice is valid, take effective action reasonably available to it to stop or prevent recurrence of the reported conduct promptly, and within such period as Tzulo specifies where the conduct is causing ongoing harm to the Tzulo Network, to other customers, or to third parties. Failure to do so is a material breach. Nothing in this item limits Tzulo's right to suspend, filter, or null-route a Service immediately.
2. Copyright compliance. Where Customer stores content at the direction of its end users, Customer shall register its own designated agent with the United States Copyright Office and shall maintain and apply its own policy for responding to notifications of claimed infringement, including a repeat-infringer policy. Where the VPN Service acts solely as a conduit, Customer shall operate it in a manner consistent with 17 U.S.C. § 512(a), including the conditions in 17 U.S.C. § 512(i). Customer shall, on Tzulo's request, describe the action Customer has taken in respect of notices Tzulo has forwarded.
3. Lawful operation. Customer's own conduct in operating the VPN Service remains subject to this Agreement and the Acceptable Use Policy. Customer shall not operate or advertise the VPN Service for use in unlawful activity, shall not knowingly permit such use, and shall not market the VPN Service as exempt from, or as a means of evading, legal process or intellectual-property enforcement.
4. Records. Tzulo does not require Customer to create or retain records identifying end users of the VPN Service. Customer is solely responsible for determining and satisfying any data-retention, disclosure, or other legal obligations applicable to its operation of the VPN Service in the jurisdictions in which it operates.
5. Legal process. Customer acknowledges that Tzulo will comply with valid legal process served on Tzulo, and that Tzulo's responses are limited to records within Tzulo's possession, custody, or control, which ordinarily consist of Tzulo's business records concerning Customer.
6. Indemnification. Customer shall defend, indemnify, and hold harmless Tzulo, its officers, directors, employees, and agents from and against any third-party claim, demand, action, or proceeding, and all resulting liabilities, damages, costs, and expenses (including reasonable attorneys' fees), arising out of or relating to the operation of the VPN Service or the conduct of its end users. Indemnification under this item is subject to the notice and defense procedures of this Agreement's indemnification provisions. This obligation does not apply to the extent a claim arises from Tzulo's own negligence or willful misconduct.
7. Remedies. Customer's failure to maintain the abuse contact required by this section, or repeated failure to respond to valid complaints or notices forwarded by Tzulo, constitutes a material breach of this Agreement. Tzulo may suspend the affected Services if such a breach continues uncured for ten (10) days after written notice to Customer, and may terminate this Agreement in accordance with its termination provisions. Temporary protective action reasonably necessary to stop ongoing harmful traffic or comply with law may be taken immediately. Such action does not itself establish Customer's breach or attribute a VPN end user's conduct to the operator. Termination otherwise follows the applicable notice and cure provisions. A reputation-blocklist listing arising from end-user traffic is attributed to the operator as the operator’s own breach of the Acceptable Use Policy where the operator fails to stop the sending activity and submit a delisting request within the twenty-four (24) hour period stated in the AUP’s Spamming entry, or where listings recur as described there; that failure or recurrence constitutes the further evidence contemplated by these terms and the DMCA Policy.

Addendum: Additional Terms (continued)

Changes in Terms of Agreement

TZULO reserves the right to make changes to the terms and conditions of this Agreement upon thirty (30) days notice to the Customer, advising of the change and the effective date thereof, provided that changes in service fees do not alter the pricing agreed in an existing Service Order during its then-current term, no fee increase takes effect before the end of a period for which Customer has prepaid, and renewal increases remain subject to Section 8. Utilization of the service by the Customer following the effective date of such change shall constitute acceptance by the Customer of such change(s). The notice period applicable to a change depends on the document changed: changes to these Terms and Conditions, and material changes to the Acceptable Use Policy, are subject to the thirty (30) days notice provided in this section; changes to the Data Center Rules and Regulations are subject to the thirty (30) days notice stated in those Rules; changes to the Privacy Policy are governed by the notice provisions of the Privacy Policy; and changes to any other document comprising this Agreement are subject to the thirty (30) days notice provided in this section unless that document expressly states a different notice period.

Enforcement of Agreement

In the event it is necessary for TZULO to enforce its rights under this agreement, Customer agrees to pay all fees incurred by TZULO (including, but not limited to, attorney’s fees and collection agency fees).

Amendment or Waiver

Except as otherwise provided herein, this Agreement may not be amended except upon the written consent of Customer and an officer of TZULO, except as provided in the section titled ‘Changes in Terms of Agreement.’ No failure to exercise and no delay in exercising any right, remedy, or power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, or power hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, or power provided herein or by law or in equity. The waiver by any party of the time for performance of any act or condition hereunder shall not constitute a waiver of the act or condition itself.

Assignment and Severability

This Agreement shall be binding upon and inure to the benefit of Customer, TZULO and their respective successors and permitted assigns. Any assignment of this Agreement, or delegation of any duty under it, is governed by Section 11.5 of the Terms and Conditions, and nothing in this section permits an assignment or delegation that Section 11.5 does not. If any provision of this Agreement shall be held by a court of competent jurisdiction to be invalid, unenforceable, or void, that provision shall be deemed amended as provided in Section 12 of the Terms and Conditions and the remainder of this Agreement shall remain in full force and effect.

Notices

All notices to Customer hereunder shall be given using the contact information maintained in Customer’s account in the TZULO customer portal, or at such other address as Customer may designate to TZULO by written notice. All notices to TZULO hereunder shall be given to:

Tzulo, Inc.
Legal Department
902 Morse Ave
Schaumburg, IL 60193
legal@tzulo.com

The delivery methods, effectiveness rules, and contact requirements in Section 11.7 of the Terms and Conditions apply to all notices under this Agreement, subject to any mandatory legal requirements. The address above is Tzulo’s notice address unless replaced by notice under that Section.

Entire Agreement

This Agreement, and any other document or agreements specifically identified in this Agreement, supersedes all previous representations, understandings or agreements. This Agreement, and any other document or agreements specifically identified in this Agreement constitutes in whole the entire agreement between TZULO and Customer. Tzulo owes no service or product not specifically included in this Agreement or a Service Order. Where Tzulo nonetheless performs additional services at Customer’s request, they are provided under and governed by this Agreement in its entirety and are billed as provided in Section 2 of the Terms and Conditions or in the Remote Hands Services provisions. Any additions, subtractions, or modifications to this Agreement, in part or in full, must be agreed upon by both TZULO and Customer in a written amendment executed by both parties, which may be executed and signed electronically as provided in Section 12 of the Terms and Conditions, except as provided in the section titled ‘Changes in Terms of Agreement.’

Acceptance of Services

ACCEPTANCE OF THIS AGREEMENT BY TZULO MAY BE SUBJECT, IN TZULO’S ABSOLUTE DISCRETION, TO SATISFACTORY COMPLETION OF A CREDIT CHECK. TZULO ACCEPTS THIS AGREEMENT AS TO EACH SERVICE ORDER UPON THE EARLIER OF ACTIVATION OF THE ORDERED SERVICE OR WRITTEN CONFIRMATION OF ACCEPTANCE. USE OF THE TZULO NETWORK CONSTITUTES ACCEPTANCE OF THIS AGREEMENT. CUSTOMER REPRESENTS AND WARRANTS THAT CUSTOMER HAS FULL AUTHORITY AND RIGHT TO ENTER INTO THIS AGREEMENT. CUSTOMER FURTHER REPRESENTS AND WARRANTS THAT CUSTOMER IS AT LEAST 18 YEARS OF AGE.

No Service Level Agreement

Tzulo does not offer a service level agreement.

Tzulo publishes no uptime percentage, maintains no service-credit schedule, and operates no credit-claim procedure. All services are provided on a best-effort basis, as set out in the Governing Terms below.

Absence of Service-Credit Remedies

Tzulo does not commit to any measured level of availability and does not offer service credits or any other scheduled remedy for interruptions of service.

An interruption of service, of whatever duration, does not, except as expressly provided in the Terms and Conditions, entitle the customer to credits, refunds, or other compensation, and no statement on this page shall be construed as a contractual commitment of availability.

Tzulo has elected not to adopt a credit-based remedy structure and instead addresses service incidents through the practices described below.

Incident Handling

Incident response is handled directly by Tzulo’s operating personnel, the same staff responsible for building and maintaining the network. Service incidents are reviewed by Tzulo management, which considers the cause of the incident, its effect on the customers concerned, and whether any accommodation is appropriate. Any accommodation extended to an affected customer, whether an explanation of the incident or a further remedy, is provided at Tzulo’s sole discretion by personnel with authority to resolve the matter, and shall not be construed as a contractual entitlement or a course of dealing.

Tzulo operates its own facilities, including its headquarters facility in Schaumburg, Illinois. Where an incident originates within a Tzulo-operated facility, remediation is performed on site by Tzulo personnel rather than referred to a third-party facility operator. The statements in this section describe Tzulo’s operating practices only and create no obligation.

Tzulo’s business depends substantially on customer renewals, and the continued availability of customer services is accordingly a principal operational priority.

No Guarantee of Uninterrupted Service

Hardware failures, fiber cuts, and power interruptions can occur notwithstanding redundant power feeds and generator backup. Tzulo does not represent or warrant that its network or services will be uninterrupted or error-free, and no description of Tzulo’s incident-handling practices constitutes such a warranty.

Prospective customers who wish to discuss Tzulo’s incident-handling practices before purchase may call 888-myTZULO.

Governing Terms

All Tzulo services are provided on a best-effort basis. The limited warranty in Section 4 of the Terms and Conditions concerns workmanship only; Tzulo makes no express or implied guarantee of availability, uptime, or performance, and no statement on this page creates one. Warranty, liability, and remedy terms are governed by our Terms and Conditions.

ACCEPTABLE USE POLICY — Last revised: September 15, 2026

Note: payments to tzulo are non-refundable, except as stated in Section 1.4 of the Terms and Conditions.

As a provider of Internet access, web site hosting, and other Internet-related services, Tzulo offers its customers (also known as subscribers) the means to acquire and disseminate a wealth of public, private, commercial, and non-commercial information. Tzulo respects that the Internet provides a forum for free and open discussion and dissemination of information; however, when there are competing interests at issue, Tzulo reserves the right to take certain preventative or corrective actions. In order to protect these competing interests, Tzulo has developed an Acceptable Use Policy ("AUP"), which supplements and explains certain terms of each customer’s respective service agreement and is intended as a guide to the customer’s rights and obligations when utilizing Tzulo’s services. This AUP will be revised from time to time. A customer’s use of Tzulo’s services after changes to the AUP are posted on Tzulo’s web site, www.tzulo.com, will constitute the customer’s acceptance of any new or additional terms of the AUP that result from those changes; material changes take effect thirty (30) days after notice to the customer, as provided in the Terms and Conditions.

One important aspect of the Internet is that no one party owns or controls it. This fact accounts for much of the Internet’s openness and value, but it also places a high premium on the judgment and responsibility of those who use the Internet, both in the information they acquire and in the information they disseminate to others. When subscribers obtain information through the Internet, they must keep in mind that Tzulo cannot monitor, verify, warrant, or vouch for the accuracy and quality of the information that subscribers may acquire. For this reason, the subscriber must exercise his or her best judgment in relying on information obtained from the Internet, and also should be aware that some material posted to the Internet is sexually explicit or otherwise offensive. Because Tzulo cannot monitor or censor the Internet, and will not attempt to do so, Tzulo cannot accept any responsibility for injury to its subscribers that results from inaccurate, unsuitable, offensive, or illegal Internet communications.

When subscribers disseminate information through the Internet, they also must keep in mind that Tzulo does not review, edit, censor, or take responsibility for any information its subscribers may create. When users place information on the Internet, they have the same liability as other authors for copyright infringement, defamation, and other harmful speech. Also, because the information they create is carried over Tzulo’s network and may reach a large number of people, including both subscribers and non-subscribers of Tzulo, subscribers’ postings to the Internet may affect other subscribers and may harm Tzulo’s goodwill, business reputation, and operations. For these reasons, subscribers violate Tzulo’s policy and the service agreement when they, their customers, affiliates, or subsidiaries engage in the following prohibited activities. For customers operating a VPN Service, attribution of end-user conduct is governed by the VPN Service Provider Terms and the "VPN Service Providers" section of the DMCA Policy, which control in the event of conflict.

Prohibited activities

Spamming. Sending unsolicited bulk or commercial messages over the Internet (known as "spamming"). Spamming is harmful not only because of its negative impact on consumer attitudes toward Tzulo, but also because it can overload Tzulo’s network and disrupt service to Tzulo subscribers. Maintaining an open SMTP relay is also prohibited. When a complaint is received, Tzulo has the discretion to determine from all of the evidence whether the email recipients were from an "opt-in" email list. A spam-related listing of a Tzulo IP address on a major reputation blocklist (for example Spamhaus SBL or CSS, SpamCop, or Barracuda) arising from traffic originating on Customer's Services is a material breach of this AUP. For VPN Services, attribution of end-user traffic to the operator is governed by the Remedies item of the VPN Service Provider Terms, which applies the twenty-four (24) hour cure and recurrence rules of this paragraph. Tzulo will notify Customer with the listing evidence and may immediately suspend, filter, or null-route the affected IP addresses or Services. Customer shall, within twenty-four (24) hours of that notice, stop the sending activity and submit a delisting request, at Customer's expense. Tzulo may, in its sole discretion, terminate the affected Services without further cure where Customer fails to do so, where the listing recurs after delisting, where three or more such listings occur in any twelve (12) month period, or where the listing arises from deliberate spamming. Termination under this paragraph is without refund.

Phishing and Credential Harvesting. Hosting, transmitting, or linking to content designed to impersonate another party or to deceive recipients into revealing passwords, financial details, or other sensitive information. This includes phishing sites and landing pages, phishing kits, lookalike domains used for deception, and any infrastructure used to collect, store, or relay harvested credentials.

Intellectual Property Violations. Engaging in any activity that infringes or misappropriates the intellectual property rights of others, including copyrights, trademarks, service marks, trade secrets, software piracy, and patents held by individuals, corporations, or other entities. Also, engaging in activity that violates the privacy, publicity, or other personal rights of others. Tzulo processes notifications of claimed copyright infringement in accordance with its DMCA Policy; in most cases this means forwarding the notice to the customer responsible for the content, with direct action taken only as described in that policy. See our DMCA Policy for notice and counter-notice procedures. Tzulo terminates the services of repeat infringers in appropriate circumstances as described in our DMCA Policy.

Child Sexual Abuse Material and Obscene Content. Using Tzulo’s network to advertise, transmit, store, post, display, or otherwise make available child sexual abuse material (CSAM) or obscene material. On discovery of apparent child sexual abuse material, Tzulo submits a report to the CyberTipline of the National Center for Missing & Exploited Children as required by 18 U.S.C. § 2258A, preserves the reported material and associated data for the period required by 18 U.S.C. § 2258A(h) or such longer period as law enforcement requests, disables access to the material or to the Service on which it resides, and terminates the Services without refund. Tzulo cooperates fully with law enforcement in accordance with applicable law.

Defamatory or Abusive Language. Using Tzulo’s network as a means to transmit or post defamatory, harassing, abusive, or threatening language.

Forging of Headers. Forging or misrepresenting message headers or IP headers, whether in whole or in part, to mask the originator of the message or IP packet will result in IMMEDIATE termination. NO refund will be issued. This prohibition is directed at traffic that presents a source address, MAC address, or header that is not assigned to or authorized for Customer, and at header manipulation intended to evade filtering, attribution, or abuse handling. It does not apply to network address translation, encapsulation, tunneling, or proxying performed by Customer using IP addresses assigned to Customer, or to the use of virtual MAC addresses assigned to or authorized for Customer, including a VPN Service operated in accordance with the VPN Service Provider Terms.

Spoofing of Packets. Spoofing or forging packet headers, spoofing MAC addresses, or any alteration of the normal TCP/IP stack intended to disguise the origin or nature of traffic is immediate grounds for termination. NO refunds will be issued. This prohibition is directed at traffic that presents a source address, MAC address, or header that is not assigned to or authorized for Customer, and at header manipulation intended to evade filtering, attribution, or abuse handling. It does not apply to network address translation, encapsulation, tunneling, or proxying performed by Customer using IP addresses assigned to Customer, or to the use of virtual MAC addresses assigned to or authorized for Customer, including a VPN Service operated in accordance with the VPN Service Provider Terms.

Illegal or Unauthorized Access to Other Computers or Networks. Accessing, illegally or without authorization, computers, accounts, or networks belonging to another party, or attempting to penetrate the security measures of another individual’s system (often known as "hacking"). Also prohibited is scanning, probing, or other information-gathering directed at systems or networks that Customer does not own and is not authorized to test, including unauthorized port scanning, stealth scanning, and reconnaissance used as a precursor to attempted system penetration. This prohibition does not apply to scanning or testing of systems Customer owns or operates, or that Customer is expressly authorized in writing by the system owner to test — which authorization Tzulo may require Customer to produce — provided the activity does not degrade the Tzulo Network or any third-party network.

Malware, Denial of Service, and Other Destructive Activities. Creating, distributing, or operating malware of any kind, including viruses, worms, trojan horses, and ransomware; launching or participating in denial-of-service attacks, pinging, flooding, or mail bombing; and any other activity that disrupts the use of, or interferes with the ability of others to effectively use, the network or any connected network, system, service, or equipment. This entry's references to pinging and flooding are directed at denial-of-service and other attack or flood traffic; ordinary diagnostic use of ping and similar network tools, and testing authorized under the preceding entry, are not prohibited, provided the activity does not disrupt the use of any network, system, service, or equipment.

Botnet Command and Control. Hosting or operating botnet command-and-control infrastructure, malware distribution points, or panels used to direct compromised machines, whether or not the compromised machines themselves reside on Tzulo’s network.

Open Resolvers and Amplification Services. Operating open recursive DNS resolvers, openly accessible NTP servers, exposed memcached instances, or any other service that can be abused for reflection or amplification attacks (including SSDP, CLDAP, and CharGEN). Services of this kind must be access-restricted or otherwise secured. Unsecured instances may be filtered, rate-limited, or suspended without notice.

DDoS Mitigation Services for Third Parties. Customers may not operate DDoS mitigation, filtering, or scrubbing services for third parties on Tzulo’s network. Absorbing attacks on behalf of others draws hostile traffic onto shared infrastructure. Doing so may result in termination without refund.

Cryptocurrency Mining. Cryptocurrency mining, and similar sustained-compute workloads such as plotting or farming for proof-of-space networks, is prohibited without prior written permission from Tzulo. These workloads run hardware at continuous full power draw and place unusual demands on facility power and cooling. Tzulo may grant or refuse permission in its sole discretion, and may condition any permission on specific hardware, power, or placement requirements. Mining without prior written permission may result in suspension or termination without refund.

Facilitating a Violation of this AUP. Advertising, transmitting, or otherwise making available any software, program, product, or service that is designed to violate this AUP, including tools that facilitate spamming, pinging, flooding, mail bombing, denial-of-service attacks, credential harvesting, or software piracy.

Sanctions and Export Compliance. Tzulo’s services may not be used by, or for the benefit of, any person or entity named on a U.S. government sanctions list, including the OFAC Specially Designated Nationals list, or located in any jurisdiction subject to comprehensive U.S. sanctions or embargo. Customers must comply with all applicable U.S. export laws and regulations, including the Export Administration Regulations (EAR), in connection with their use of the services.

Fraudulent Schemes and Other Illegal Activities. Engaging in activities that are determined to be illegal, including advertising, transmitting, or otherwise making available Ponzi schemes, pyramid schemes, fraudulent credit card charges, and pirated software.

High-Risk and Life-Critical Use. Tzulo’s services are not designed, intended, or licensed for use in any application requiring fail-safe performance, including life support systems, medical devices, aviation or air traffic control, nuclear facilities, weapons systems, or any other application in which a failure of the services could lead directly to death, personal injury, or severe physical or environmental damage. Any such use is prohibited and is entirely at the customer’s own risk.

Other Activities. Engaging in activities, whether lawful or unlawful, that Tzulo determines to be harmful to its subscribers, operations, reputation, goodwill, or customer relations.

Responsibility and enforcement

As we have pointed out, the responsibility for avoiding the harmful activities just described rests primarily with the subscriber. Tzulo will not, as an ordinary practice, monitor the communications of its subscribers to ensure that they comply with Tzulo policy or applicable law. When Tzulo becomes aware of harmful activities, however, it may take any action to stop the harmful activity, including but not limited to suspending the service, filtering or null-routing traffic at the network edge, terminating the account, or taking any other action it deems appropriate.

Tzulo is aware that many of its subscribers are, themselves, providers of Internet services, and that information reaching Tzulo’s facilities from those subscribers may have originated with a customer of the subscriber or with another third party. Reselling Tzulo services is permitted; however, the subscriber remains fully and directly responsible to Tzulo for its end users, including their compliance with this AUP, all billing obligations, and the prompt handling and resolution of any abuse originating from them. Tzulo does not require its subscribers who offer Internet services to monitor or censor transmissions or web sites created by their customers, but Tzulo has the right to take action directly against a customer of a subscriber where that customer’s traffic or content is identifiable and separable (for customer-operated VPN services, see the "VPN Service Providers" section of the DMCA Policy), and may take action against the Tzulo subscriber because of the activities of a customer of the subscriber, even though that action may affect other customers of the subscriber. Tzulo expects that subscribers who offer Internet services will cooperate with Tzulo in any corrective or preventive action that Tzulo deems necessary. Failure to cooperate with such corrective or preventive measures is itself a violation of Tzulo policy.

Tzulo is also concerned with the privacy of online communications and web sites. In general, the Internet is neither more nor less secure than other means of communication, including mail, facsimile, and voice telephone service, all of which can be intercepted and otherwise compromised. As a matter of prudence, however, Tzulo urges its subscribers to assume that all of their online communications are insecure. Tzulo cannot take any responsibility for the security of information transmitted over Tzulo’s facilities.

Tzulo will not intentionally monitor private electronic mail messages sent or received by its subscribers unless required to do so by law, governmental authority, or when public safety is at stake. Tzulo may, however, monitor its service electronically to determine that its facilities are operating satisfactorily. Also, Tzulo discloses customer information only as described in its Privacy Policy, including in response to valid legal process and as necessary to investigate abuse or protect Tzulo’s network. Except as provided in Section 11.2 of the Terms and Conditions, Tzulo assumes no obligation to inform the subscriber that subscriber information has been provided, and in some cases may be prohibited by law from giving such notice.

Tzulo expects that its subscribers who provide Internet services to others will comply fully with all applicable laws concerning the privacy of online communications. A subscriber’s failure to comply with those laws will violate Tzulo policy. Finally, Tzulo wishes to emphasize that subscribers indemnify Tzulo as provided in Sections 7 and 11.6 of the Terms and Conditions.

We hope this AUP is helpful in clarifying the obligations of Internet users, including Tzulo and its subscribers, as responsible members of the Internet. Any complaints about a subscriber’s violation of this AUP should be sent to abuse@tzulo.com, except notifications of claimed copyright infringement, which are received by our designated agent as described in our DMCA Policy. A subscriber found violating our Terms and Conditions or this AUP is subject to suspension or termination of services in accordance with the suspension, notice, and cure procedures of the Terms and Conditions, except that Tzulo may act immediately where this AUP or the Terms and Conditions expressly provide for immediate suspension or termination. Any termination of services for violation of this AUP or the Terms and Conditions is without refund.

DMCA POLICY — Last revised: September 15, 2026

DMCA Policy

Tzulo, Inc. respects the intellectual property rights of others and complies with the Digital Millennium Copyright Act, 17 U.S.C. § 512 ("DMCA"). This policy describes how copyright owners may notify Tzulo of claimed infringement, how customers may respond to such notices, Tzulo's policy regarding repeat infringers, and how notices concerning customer-operated VPN services are handled.

Two principles govern Tzulo's handling of infringement notices. First, a notification of claimed infringement is an allegation, not an adjudicated finding of infringement, and customers are ordinarily afforded an opportunity to respond before action is taken against their services, except where a court order or Tzulo's safe-harbor obligations require earlier action. Second, Tzulo provides unmanaged infrastructure: Tzulo does not monitor, review, index, or examine the content stored on its customers' servers, and does not log into a customer's operating system to locate or remove files. Technical access depends on the Service and may include access needed for requested support, infrastructure protection, or legal compliance. In most cases, the appropriate and lawful handling of a notice is therefore to forward it promptly to the customer, who is responsible for the content hosted on the customer's services.

Tzulo's role, and therefore its obligations, differ by Service and by where material resides. Where Tzulo provides IP transit, bandwidth, or connectivity and material does not reside on equipment Tzulo supplies or houses, Tzulo may be a service provider under 17 U.S.C. § 512(a). Where material resides on equipment Tzulo supplies or houses, Tzulo may be a service provider under 17 U.S.C. § 512(c) with respect to that material, and the procedures below apply.

Designated Agent

Notifications of claimed copyright infringement should be directed to Tzulo's designated agent:

Abuse Department
Tzulo, Inc.
902 Morse Ave
Schaumburg, IL 60193
(847) 847-2048
abuse@tzulo.com

Note: Tzulo’s designated agent is registered with the U.S. Copyright Office DMCA Designated Agent Directory.

Notice of Claimed Infringement

To be effective under 17 U.S.C. § 512(c)(3), a notification of claimed infringement must be a written communication provided to Tzulo's designated agent that includes all of the following elements. Tzulo reviews each notice for compliance with these requirements. A notification that does not substantially comply with 17 U.S.C. § 512(c)(3)(A) will be evaluated under § 512(c)(3)(B). Where a notification substantially identifies the copyrighted work, identifies and locates the allegedly infringing material, and supplies the sender’s contact information, but is otherwise deficient, it remains ineffective, and Tzulo will promptly contact the sender or take other reasonable steps to assist in receiving a substantially compliant notification; it is only where Tzulo has taken those steps that such a notification is disregarded in assessing Tzulo’s knowledge or awareness. A notification’s deficiencies do not negate knowledge Tzulo obtains independently. The required elements are:

1. A physical or electronic signature of the copyright owner or of a person authorized to act on the owner’s behalf.
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple works are covered by a single notice, a representative list of those works.
3. Identification of the material claimed to be infringing, and information reasonably sufficient to permit us to locate it (for example, the specific URL or IP address where the material appears).
4. Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and email address.
5. A statement that you have a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
6. A statement that the information in the notice is accurate, and, under penalty of perjury, that you are the copyright owner or are authorized to act on the owner’s behalf.

The good-faith-belief statement is a substantive requirement. Courts have held that a complainant must consider whether the use complained of is fair use, licensed, or otherwise lawful before submitting a notice. Automated and bulk-generated notices are held to the same standard as any other notice. General allegations that do not adequately identify the copyrighted works or provide information reasonably sufficient to locate the allegedly infringing material are insufficient. A representative list may identify multiple works where permitted by 17 U.S.C. § 512(c)(3)(A)(ii).

Identification of Tzulo Network Resources

Tzulo's action is limited to systems, material, and Services it operates or controls. A notification must contain information reasonably sufficient to permit Tzulo to locate the material at issue. An IP address or direct URL may supply that information, but another identifier suffices if Tzulo can reasonably locate the material using the information supplied and its own records. A third-party content-delivery network or reverse-proxy address alone may be insufficient; Tzulo will assess the notice as a whole and information readily available in its own records. Tzulo does not undertake to obtain origin-server or subscriber information from third parties on a complainant's behalf. Deficient notifications are handled as described under Notice of Claimed Infringement.

Response to Valid Notices

Upon receipt of a valid notice, Tzulo will promptly forward the complete notice to the affected customer and request a response. The customer may remove the material, dispute the claim by submitting a counter-notification, or explain why the notice does not apply. Because Tzulo provides unmanaged infrastructure, Tzulo acts on customer services directly only when the law requires it: where a customer fails to respond to forwarded notices within a reasonable time, where a court order compels action, or where Tzulo's safe-harbor obligations leave no alternative. Forwarding is ordinarily the first response; where necessary to preserve an applicable safe harbor or comply with law or a court order, Tzulo may take action expeditiously on a first notice without awaiting Customer's response.

In appropriate circumstances, and in accordance with 17 U.S.C. § 512(i), Tzulo will terminate the services of a customer determined upon individual review to be a repeat infringer. Tzulo will accommodate and not interfere with standard technical measures within the meaning of 17 U.S.C. § 512(i)(2). This does not create a general monitoring obligation.

Counter-Notification

A Tzulo customer who believes that material was removed or disabled as a result of mistake or misidentification may submit to Tzulo's designated agent a written counter-notification under 17 U.S.C. § 512(g) that includes:

1. The customer's physical or electronic signature.
2. Identification of the material that was removed or to which access was disabled, and the location at which it appeared before removal.
3. A statement, under penalty of perjury, that the customer has a good-faith belief the material was removed or disabled as a result of mistake or misidentification.
4. The customer's name, address, and telephone number, and a statement that the customer consents to the jurisdiction of the federal district court for the judicial district in which the customer's address is located (or, if outside the United States, any judicial district in which Tzulo may be found), and that the customer will accept service of process from the person who provided the original notice or that person’s agent.

Upon receipt of a valid counter-notification, Tzulo will forward it to the party that submitted the original notice. Where Tzulo itself removed material, disabled access to it, or suspended, filtered, or null-routed a Service in response to the original notice, and unless that party notifies Tzulo that it has filed a court action seeking to restrain the alleged infringement, Tzulo will reverse that action not less than 10 and not more than 14 business days after receipt of the counter-notification. Where the customer or a third party removed the material, restoring it is the customer's decision. An independent lawful basis for restricting the material or a Service remains effective. Tzulo does not extend removal or disabling of material beyond the period the law requires. A counter-notification does not by itself remove a notification from Tzulo's repeat-infringer record or resolve a claim of infringement. Tzulo records each notification effective under 17 U.S.C. § 512(c)(3), together with any counter-notification, the customer's response, any withdrawal, and any adjudication, and weighs all of it in the individual review described under Response to Valid Notices. Tzulo does not require a judicial determination before recording a notice or terminating a repeat infringer.

VPN Service Providers

Tzulo permits its customers to operate virtual private network ("VPN") services on Tzulo infrastructure, including publicly available and anonymous VPN services. Tzulo does not require a VPN operator to log, retain, or disclose records identifying the operator's end users.

Tzulo provides transit to customer-operated VPN services on the same terms as to any other customer traffic. Tzulo does not, in the ordinary course, inhibit that transit or block ports or IP addresses with respect to individual end users of a VPN service, and does not ordinarily associate VPN traffic with identified individual end users. Tzulo does not, in the ordinary course of business, create or retain records associating VPN service traffic with individual end users.

For complaints concerning end-user communications merely transmitted through a customer-operated VPN Service acting solely as a conduit, Tzulo's ordinary practice is to provide the complaining party with the VPN operator's designated abuse contact information, or to forward the inquiry to the operator. This conduit practice does not displace the otherwise applicable notice procedures for material hosted by the VPN operator or stored at its end users' direction. Tzulo cannot ordinarily associate such an inquiry with an individual end user, and the action available to Tzulo is therefore ordinarily limited to measures applied to the customer's service rather than to any individual end user, and the conduct of a VPN operator's end users is not, without more, attributed to the operator as the operator's own conduct, absent evidence that the operator induces, materially contributes to, or knowingly facilitates that conduct. A VPN operator remains responsible for maintaining a working abuse contact and remains subject to the Acceptable Use Policy with respect to its own conduct, and to the VPN Service Provider Terms, a separate document comprising part of the Agreement.

Tzulo responds to valid legal process using responsive records within its possession, custody, or control. These ordinarily consist of business records concerning the VPN operator, but may also include operational, security, support, or preserved records.

Without limiting the VPN Service Provider Terms, notices and complaints concerning traffic attributable to a customer-operated VPN service are recorded against that customer's account, together with the operator's responses and remedial action, and are weighed in the individual repeat-infringer review described in this policy. Because a VPN Service functions as a conduit, this review weighs the operator's own conduct rather than the volume of complaints such a service inherently receives, and no end user's conduct is attributed to the operator. Tzulo may, in appropriate circumstances consistent with 17 U.S.C. § 512(i), terminate the services of an operator whose account reflects a sustained failure to acknowledge valid complaints or to take the effective action reasonably available to it under this policy and the VPN Service Provider Terms.

Misrepresentation Liability

Under 17 U.S.C. § 512(f), any person who knowingly materially misrepresents that material is infringing, or that material was removed or disabled by mistake or misidentification, may be liable for damages, including costs and attorneys’ fees, incurred by the alleged infringer, the copyright owner, or Tzulo.

Tzulo regards misrepresentation with equal seriousness whether it appears in a notice or in a counter-notification. Correspondence from senders with a record of false, abusive, or reflexively bulk-generated claims may be subjected to additional scrutiny; each notification is nevertheless reviewed on its own merits, and no notification effective under 17 U.S.C. § 512(c)(3) is disregarded, or its processing delayed, on account of its sender’s record, and Tzulo reserves the right to pursue its own costs against bad-faith complainants and to support affected customers in pursuing theirs.

Law Enforcement Requests

This section is intended for law enforcement agencies and other governmental authorities. It is not a channel for sales, billing, general support, or abuse complaints from members of the public, which should be directed to the contacts identified elsewhere in these terms. The email address thelaw@tzulo.com is reserved for law enforcement agencies and legal process; requests of any other kind sent to that address will not be monitored or answered.

Law enforcement agencies seeking records or expedited assistance with abuse matters may contact Tzulo’s law enforcement response contact at thelaw@tzulo.com or by telephone at 847-847-2048. To help us route and respond promptly, a request should identify the requesting agency and officer, the legal authority relied upon, and the specific IP address, account, or timeframe at issue.

Subpoenas, court orders, search warrants, and other legal process should be directed to Tzulo at Tzulo, Inc., Legal Department, 902 Morse Ave, Schaumburg, IL 60193, and to thelaw@tzulo.com. Tzulo responds to valid legal process in accordance with applicable law; as described elsewhere in these terms, the records available for production are limited to those within Tzulo’s possession, custody, or control.

Preservation requests. A law enforcement agency may request preservation of records or data under 18 U.S.C. § 2703(f) by writing to thelaw@tzulo.com. Tzulo honors valid preservation requests as required by law. A preservation request does not itself require Tzulo to disclose anything.

In exigent circumstances involving an imminent risk of death or serious physical injury to any person, a law enforcement agency may contact Tzulo at thelaw@tzulo.com or 847-847-2048 and identify the matter as an emergency disclosure request, and Tzulo may voluntarily provide information to the extent permitted by law.

PRIVACY POLICY — Last revised: September 15, 2026

This revision takes effect October 15, 2026. The prior version, effective July 29, 2026, governs until then.

Tzulo, Inc. ("Tzulo," "we," "us") provides colocation, dedicated servers, and network services. We collect only the information necessary to establish and maintain customer accounts, deliver and bill for the services, and operate and secure our network. Tzulo does not operate advertising networks, does not sell or share personal information for advertising purposes, and does not purchase personal information about its customers from any source, other than credit reports obtained in connection with assessing creditworthiness as provided in the Terms and Conditions. This policy describes the information we collect, how we use it, and the rights available to you.

Information We Collect

We collect the following categories of information:

• Account contact information — name, company, email address, mailing address, and phone number, provided by you when you open or update an account.
• Billing records and payment method details — invoices, payment history, and the payment method on file. Full card numbers are handled by our payment processors and are not stored on Tzulo systems; Tzulo stores a gateway token and the limited card details described under Payment Processors below.
• Service and usage records — the IP addresses assigned to your services, bandwidth accounting, and support ticket contents, generated in the ordinary course of providing service.
• Website operational data — standard web server logs (IP address, user agent, pages requested) and functional cookies used to maintain login sessions and operate the shopping cart.
• Facility security records — visitor identity verification and video surveillance recordings collected at Tzulo data centers, as described in the Data Center Rules.
• Credit information — credit reports and related information obtained to assess creditworthiness, as provided in the Terms and Conditions.
• Network operations and security records — records generated automatically by our network, management, and monitoring systems in operating and securing the services.

Records in these categories — for example support correspondence, credit reports, and identity-verification records — may incidentally contain additional personal information, which we handle under this policy.

Categories of Information Not Collected

We do not collect demographic information for marketing or profiling. We do not purchase marketing data about you from third parties. We do not use third-party advertising cookies or web beacons on our site. Email communications from Tzulo are limited to transactional messages, service notices, and occasional announcements about our own services — including invoices, maintenance alerts, abuse and support correspondence, service and price changes, new locations or products, and legally required notices. We do not sell or rent your email address and we do not send third-party advertising. You may opt out of announcements that are not required for the operation of your account; you cannot opt out of invoices, maintenance alerts, abuse correspondence, or legally required notices.

How We Use Your Information

• To provision, operate, and support the services you order
• To bill you and process payments
• To administer your account and respond to support requests
• To operate and secure our network, including investigation of abuse, fraud, and security incidents
• To comply with legal obligations
• To establish, exercise, or defend legal claims and enforce our agreements

Payment Processors

Payment details are handled through the payment method you select; where a third-party processor is involved, that processor’s own privacy policy governs the information you provide to it.

• Card payments are processed by our payment gateway (Stripe). The full card number is entered into the gateway and is not stored on Tzulo systems; Tzulo stores a gateway token together with the card's brand, last four digits, expiration date, and the billing name and postal code, which we use to identify the card and to charge it as provided in the Terms and Conditions.
• PayPal payments are processed on PayPal's site and are governed by PayPal's privacy policy.
• Bank transfer / ACH payments are processed through our bank in accordance with standard banking rules.
• Cryptocurrency payments may be made directly to a wallet address we provide or through a cryptocurrency payment processor; where a processor is used, that processor’s terms and privacy policy govern the information you provide to it. Cryptocurrency transactions are generally recorded on public blockchains that Tzulo does not control.

Data Sharing

We do not sell your personal information. We disclose personal information only in the following circumstances:

• Service providers — to companies that support our business operations (such as payment processors or shipping carriers), strictly to the extent necessary for them to perform those services on our behalf.
• Legal compliance — in response to a subpoena, court order, or other lawful request from a competent authority.
• Claims and enforcement — to professional advisers, insurers, claims administrators, collection providers, courts, and other persons reasonably necessary to establish, exercise, or defend legal claims, obtain insurance coverage, or collect amounts owed, subject to applicable law and appropriate confidentiality protections.
• Abuse handling — evidence relating to network abuse (for example, botnet activity, DMCA complaints, or fraud) may be provided to the relevant parties as part of investigating and resolving the matter.
• With your consent — to any other third party at your direction or with your prior agreement.
• Corporate transactions — in connection with a merger, acquisition, financing, reorganization, or sale of all or substantially all of our assets, or in diligence for any of these under an obligation of confidentiality, in which case the recipient will be bound by this policy or by a policy no less protective, and we will post notice on this site.
• Emergencies — voluntarily to a law enforcement agency where we believe in good faith that disclosure is necessary because of an imminent risk of death or serious physical injury to any person, as described in the Law Enforcement Requests section of the DMCA Policy.
• Child safety reporting — to the National Center for Missing & Exploited Children, and to law enforcement, as required by 18 U.S.C. § 2258A.
• Copyright counter-notifications — where you submit a counter-notification under 17 U.S.C. § 512(g), we are required to send a copy of it, including your name, address, and telephone number, to the party that sent the original notice.

Where applicable law requires written service-provider, contractor, or other data-processing terms for information processed on a customer's behalf, we and the customer will execute the required terms before that processing begins. Those terms will identify the permitted purposes, processing restrictions, assistance obligations, and legally required oversight rights. Tzulo's separate processing of account and business records remains governed by this policy.

International Users

Tzulo is a United States provider, and our privacy practices are principally governed by United States law. We do not direct or target our services to the European Union or the United Kingdom. Our services are operated from facilities in the United States and Canada; by using the services from outside those countries, you understand and agree that your information is transferred to, processed, and stored in the United States and Canada and is protected as described in this policy. To exercise the privacy rights available to you under applicable law, contact legal@tzulo.com.

CCPA/CPRA — California Residents

The categories of personal information we collect are identifiers (name, email, address, phone, IP addresses), commercial information (billing and payment records), financial information (credit reports and related creditworthiness information, as described in this policy), internet activity (server logs and service usage records), and audio/visual information (facility video surveillance recordings and visitor identity-verification records). We do not sell your personal information and we do not share it for cross-context behavioral advertising; accordingly, no “Do Not Sell or Share” opt-out is required. We retain each category of personal information according to the criteria described in the Data Retention section of this policy. To the extent we handle sensitive personal information, it is limited to what is needed to provide the services and secure our facilities — for example, a government-issued ID may be checked to verify identity for data-center access and is used only for identity verification and facility security, subject to the disclosures described in the Data Sharing section. You have the right to know what personal information we have collected about you, including the categories and specific pieces of personal information collected in at least the 12-month period preceding your request, to request its deletion or correction, and to be free from discrimination for exercising these rights. You may submit a request by emailing legal@tzulo.com or by calling 888-myTZULO (+1-888-698-9856); we will verify your identity before acting on a request, and we honor requests submitted through an authorized agent upon proof of the agent’s authorization. We collect the personal information described in this policy from you and your authorized representatives, from our payment processors, from consumer and commercial credit reporting agencies, and from our own network, facility, and support systems.

PIPEDA — Canada

Tzulo operates facilities in Canada and acknowledges the principles of the Personal Information Protection and Electronic Documents Act, including meaningful consent, and your rights to access and correct the personal information we hold about you. Requests may be submitted to legal@tzulo.com. Tzulo's Privacy Officer is accountable for our privacy practices and for our compliance with this policy and can be reached at: Privacy Officer, c/o Legal Department, Tzulo, Inc., 902 Morse Ave, Schaumburg, IL 60193, legal@tzulo.com. If you are not satisfied with our response to a privacy request or complaint, you may complain to the Office of the Privacy Commissioner of Canada at priv.gc.ca.

Data Retention

Retention is determined by category and purpose. Account and billing records are retained as reasonably necessary for account administration, tax, accounting, and claims purposes. Operational, support, and security records are retained as reasonably necessary for their operational or security purposes. Information is deleted or deidentified when those purposes and applicable retention obligations no longer justify retention. Facility video surveillance recordings are retained as described under Video Surveillance in the Data Center Rules. Visitor identity-verification and facility access records are retained for as long as they are needed for facility security, access control, and incident review, and thereafter only where a record documents an incident or is subject to a legal hold or retention requirement. Verified deletion requests are honored subject to applicable legal exceptions.

Security

We use safeguards appropriate to the nature of the information — including encryption of data in transit, access controls, and network access restrictions, with offsite backup copies encrypted at rest — and we adjust them over time. No method of transmission over the Internet or method of electronic storage is completely secure, and we therefore cannot guarantee absolute security. Following discovery of a security incident, we will investigate promptly. If we determine that the incident resulted in unauthorized access to or acquisition of personal information held by Tzulo, we will notify the affected individuals, and the customer on whose account the information is held, in the most expedient time possible and without unreasonable delay, consistent with the legitimate needs of law enforcement and any measures necessary to determine the scope of the incident and restore the integrity of our systems. Where an incident affects data that a customer stores on colocated or Tzulo-supplied equipment and that Tzulo does not own or license, we will notify that customer promptly following discovery, and in any event within any shorter period applicable law requires, so that the customer may meet its own notification obligations; investigation of that data, and notification of the individuals concerned, remain the customer's responsibility. We will notify supervisory authorities or other regulators where applicable law requires, and the timing and content of any such notice will follow the requirements of applicable law. Except as stated above for incidents affecting data on colocated or Tzulo-supplied equipment, this section concerns personal information Tzulo holds about its own customers. Data that customers store on their own servers is under the customer's control.

Changes to This Policy

If we make material changes to this policy, we will notify account holders by email to the address on the account, and will post the revised policy on this site, at least 30 days before the change takes effect, except where a shorter period is required to comply with law; for individuals without an account, posting on this site is the notice of record. Non-material changes are effective on posting, and the current version is always available on this page. A revision does not authorize materially different use or disclosure of previously collected information without any authorization required by applicable law.

Contact

Questions concerning this policy, and requests to exercise your privacy rights, may be directed to legal@tzulo.com.

© 2026 Tzulo, Inc.

DATA CENTER RULES AND COLOCATION POLICY — Last revised: September 16, 2026

In addition to the Tzulo Services Agreement and the Remote Hands Services provisions below, customers and their representatives are bound by the following rules and regulations regarding the use of the Tzulo Data Center (DC). Customer is responsible for following and ensuring its agents and representatives follow these Data Center Rules and Regulations concerning use of and access to the Tzulo Data Center. Tzulo reserves the right to suspend service immediately and, subject to the notice and cure provisions of the Terms and Conditions except for violations expressly identified in these Rules as grounds for immediate termination, to terminate service if Customer or Customer’s representative violates the Rules and Regulations set forth below.

Access to Data Center

The Tzulo Data Center has a restricted access policy. Only those individuals identified in writing by Tzulo or by Customer on its Customer Registration Form may have access to the DC. Customers who lease a full cabinet or rack and maintain their own space have full access to the DC once badged in; all other customers and visitors are escorted. Tzulo requires photo identification for access verification. Upon entry, Customer or its Representatives will be issued a badge which they will wear at all times when in the DC. Escorts control physical access only; an escort does not supervise, inspect, or approve work performed on Customer Equipment, and Tzulo assumes no duty to detect or prevent errors or hazards in work performed by Customer or its representatives.

Customer shall deliver prior written notice to Tzulo of any changes to the list of authorized representatives. Customer and its authorized representatives recognize that Tzulo restricts DC access to individuals authorized under these Rules, Tzulo personnel and contractors, building personnel, persons Tzulo is required by law to admit, and persons Tzulo admits in support of facility operations. This access practice is not a guarantee of security and not a promise that no unauthorized entry will occur. Customer and its authorized representatives may only access that portion of the DC made available by Tzulo to Customer (Customer Area) for the placement of and service to Customer Equipment and use of the DC Services. Customer must obtain the proper authorization by Tzulo and be accompanied by a Tzulo representative prior to accessing any other area within the DC. Failure to do so may result in immediate termination of Customer’s services. In addition, Customer agrees to observe and follow all of the then current Building Rules and Regulations or other rules, policies and procedures of the DC.

Colocation Equipment

All Customer equipment is to be labeled by the client with their contact information. A record of all equipment and shipment tracking is the responsibility of the customer. Equipment sent in without rails or proper supports will not be racked; customer will need to buy rails from Tzulo. All equipment must conform to data center standards for airflow direction, and safety standards for power.

Bandwidth

Bandwidth, port speeds, and any usage commitments are as stated in the Customer's service order. These Rules and Regulations do not include or imply any bandwidth allowance.

Equipment Removal, Abandonment, and Lien

All Customer equipment must be removed from the data center within 30 days after the expiration, cancellation, or termination of the Service to which it relates. Tzulo holds a lien on any Customer equipment remaining in the facility for all unpaid amounts owed to Tzulo.

Equipment left unclaimed 30 days after that expiration, cancellation, or termination is deemed abandoned. Before disposing of abandoned equipment, Tzulo will send written notice to the Customer's last known address and allow a further 15-day cure window for the Customer to pay outstanding balances and retrieve the equipment. If the equipment remains unclaimed after that window, Tzulo may sell or otherwise dispose of it in a commercially reasonable manner and apply the proceeds to the Customer's outstanding balances, with any surplus returned to the Customer. The removal period and the abandonment clock are tolled during any period in which Tzulo restricts Customer's access to the equipment under Section 9.4 of the Terms and Conditions, and run from the date the equipment is made available for retrieval.

The lien described in this section is held, and may be enforced, to the fullest extent permitted by applicable law. To secure payment of all amounts owed to Tzulo under the Services Agreement, including these Rules, Customer grants Tzulo a continuing security interest in all Customer equipment located in any Tzulo facility, meaning all equipment and other goods that Customer owns or otherwise has rights in and that are located in any Tzulo facility, and in the proceeds of that equipment. This security interest is governed by Article 9 of the Uniform Commercial Code as in effect in the State of Illinois and is in addition to, and not in place of, any lien available to Tzulo under applicable law. Customer authorizes Tzulo to file financing statements describing the Customer equipment. Customer will, on request, sign any further document reasonably needed to confirm or perfect Tzulo's rights. Customer represents that it owns, or otherwise has the right to grant a security interest in, all equipment it places in a Tzulo facility, other than equipment it has disclosed to Tzulo under this paragraph. Customer will notify Tzulo in writing before placing in a Tzulo facility any equipment that Customer does not own, that is leased, or that is subject to a third party's lien or security interest, and, for such equipment already in a Tzulo facility on the effective date of the revision adding this paragraph, within 30 days after that date. Customer will indemnify Tzulo, subject to the notice and defense procedures of Section 7.2 of the Terms and Conditions, against any third-party claim of ownership of, or interest in, equipment that Customer failed to disclose under this paragraph, including claims by end users of a Customer that resells the Services under Section 11.6 of the Terms and Conditions.

Tzulo's reasonable costs of enforcing this section are recoverable from Customer. These costs include labor to de-install, pack, inventory, and prepare the equipment for sale or disposal, billed at the then-current standard Remote Hands Services rate and increments stated in the Remote Hands Services section; third-party transport, storage, and recycling charges actually incurred; the cost of erasing or destroying storage media in the equipment, which Tzulo may do only after the cure window described above has expired and before any sale or disposal; sale and advertising expenses; and attorney's fees and collection costs as provided in the Enforcement of Agreement section of the Addendum. These costs are included in the outstanding balances satisfied from any disposal proceeds, in the same manner as accrued holdover fees, before any surplus is returned to Customer. Customer remains liable for any balance that the proceeds do not cover. Tzulo has no obligation to Customer to preserve, copy, or return data on abandoned equipment, except to the extent that applicable law, legal process served on Tzulo, or a legal hold implemented by Tzulo requires preservation. Tzulo is not required to sell equipment that in its reasonable judgment has no resale value and may instead recycle or discard it.

Notices under this section are given in the manner provided in Section 11.7 of the Terms and Conditions, and notice sent to the contact information in Customer's account in the Tzulo customer portal satisfies the requirement to notify Customer's last known address. Each notice under this section will identify the equipment concerned and state the date after which Tzulo may sell or otherwise dispose of it. The parties agree that the notice periods and procedure in this section are commercially reasonable standards for Tzulo's sale or disposal of Customer equipment.

Insurance

Colocation customers must carry commercial general liability insurance of at least $1,000,000 per occurrence and $2,000,000 in the annual aggregate, and property insurance covering their own equipment in the facility. Customer shall also maintain workers’ compensation insurance at statutory limits and employer’s liability insurance of at least $500,000 for its own personnel entering a Tzulo facility, and shall not send into a Tzulo facility any contractor or vendor that does not itself carry workers’ compensation insurance at statutory limits and employer’s liability insurance of at least $500,000 covering the individuals sent or, where an individual is exempt from workers’ compensation requirements under applicable law, equivalent occupational accident coverage; Customer shall provide evidence of such coverage or exemption on request. Tzulo, and the operator of the facility, shall be named as additional insureds on the commercial general liability policy on a primary and non-contributory basis. Each party waives all claims and rights of recovery against the other, and shall cause its property insurers to waive all rights of subrogation against the other, for loss of or damage to property located in a Tzulo facility, to the extent the loss is covered by that party’s property insurance, including any deductible or self-insured retention, which is deemed covered. Customer shall deliver certificates evidencing this coverage, together with copies of the additional-insured and waiver-of-subrogation endorsements (blanket endorsements or policy provisions applying as required by written contract are acceptable; a certificate alone does not satisfy this requirement), before its first access to a facility and on request thereafter, and shall notify Tzulo of any cancellation or material reduction in coverage. Tzulo is not the insurer of Customer Equipment; Customer Equipment remains in the facility at the Customer’s risk.

Holdover

If Customer equipment remains in the facility after termination of service without a written agreement, Customer will pay a holdover fee of 100% of the monthly recurring charge for the terminated Service, prorated daily, for the first thirty (30) days, and 150% of that charge, prorated daily, thereafter, until the equipment is removed, is deemed abandoned, or is disposed of. Holdover fees cease accruing on the date equipment is deemed abandoned or is disposed of, and do not accrue for any period during which Tzulo restricts Customer’s access to the equipment under Section 9.4 of the Terms and Conditions and the equipment is not available for retrieval; accrued holdover fees are included in the outstanding balances satisfied from any disposal proceeds.

Tzulo Scheduled Maintenance Activity

TZULO performs routine, scheduled maintenance at its DC and will provide maintenance alerts via email to all affected Customers at least 24 hours in advance of the scheduled maintenance. Emergency maintenance issues will result in no advance notification to customers. During this scheduled maintenance and also during emergency maintenance, Customer Equipment may be unable to transmit or receive data, and Customers may be unable to access their equipment. Customers agree to cooperate with TZULO during these maintenance periods.

Customer Installations / Maintenance Activity

Notice for any new installation of Customer Equipment is governed by the connect and disconnect rules set forth under Permitted Use of DC. If Customer requires Tzulo support for installation or maintenance, a time and material charge shall be invoiced to Customer at TZULO's then current rates. Tzulo requires a minimum of 24 hours prior written notice to schedule a mutually agreed upon time for Customer-requested maintenance that requires Tzulo support. TZULO requires prior written notice of no less than 1 hour in order to schedule a mutually agreed upon time for Customer emergency visits that require Tzulo support.

DC Restrictions

Customer or its Representatives may not move any cabinets or equipment within the DC without prior written authorization from Tzulo. No item that could damage or interfere with the operation of the DC or any of the equipment therein is permitted inside the DC. Bringing any such item into the DC may result in permanent expulsion from all TZULO facilities. Such items include but are not limited to:

• Uninterruptible Power Supply systems not provided by TZULO or without express prior approval from TZULO
• Climate-control devices
• Electro-magnetic devices
• Photography or recording equipment used without prior written authorization from Tzulo (exclusive of tape/digital backup equipment) — see Photography and Recording below
• Food or liquids
• Chemicals, explosives, solvents, cleaners or paints
• Paper, cardboard, Styrofoam or other flammable materials
• Weapons or other inherently dangerous instruments

If you have a question regarding items that may be brought into the DC, please check with a Tzulo representative.

Photography and Recording

No photography or recording is permitted inside the data center without prior written authorization from Tzulo. Phones are permitted inside the DC, but their cameras may not be used there.

Video Surveillance

Tzulo facilities are monitored and recorded 24/7 for security, safety, and legal purposes. In facilities operated by third parties, recording systems and retention periods are set by the facility operator and vary from facility to facility; in Tzulo-operated facilities, Tzulo sets them. In either case Tzulo does not represent any specific retention period, and recordings are ordinarily overwritten in the normal course. Tzulo may preserve, or request that a facility operator preserve, specific recordings, to the extent they remain available, where they document a security or safety incident, damage to or interference with equipment, or a suspected violation of these Rules and Regulations, or where preservation is required by legal process, a legal hold, or a law enforcement request. Recordings are maintained for Tzulo's own security, safety, and legal purposes; Tzulo does not undertake to capture, review, or retain recordings of any particular event on a Customer's behalf. Recordings are disclosed only to law enforcement, as otherwise legally required, to service providers acting on Tzulo's behalf, as part of investigating or resolving security, facility, equipment-damage, abuse, insurance, or legal matters, or with the consent of the Customer or visitor concerned, in each case consistent with the Data Sharing section of the Privacy Policy. By entering a Tzulo facility, visitors consent to security recording.

Customer Area

Customers are responsible for maintaining their own cage or cabinet areas clean and locked after each visit. Customers are to utilize the space allocated to them only for the placement and maintenance of equipment and the use of DC services. Tzulo retains master access to all cabinets and cages and may access a Customer Area: (a) in an emergency; (b) to perform power or safety audits under these Rules; (c) as reasonably necessary to provide services Customer has requested; and (d) to exercise Tzulo’s rights under the Agreement, including Sections 9.1 and 9.4 of the Terms and Conditions and the Equipment Removal, Abandonment, and Lien provisions of these Rules, in each case with notice to Customer where practicable.

Permitted Use of DC

Customer shall not use the DC, or allow access to or use of either, except in accordance with the terms contained herein and in the Services Agreement. In its use of the DC, Customer shall not interfere with TZULO or other customers or tenants. Customer shall not connect the equipment to any other customers’ colocated equipment without the express written consent of TZULO. Except as provided in writing, the Equipment shall remain the sole property of Customer. Customer expressly disclaims any right, title, or interest in or to any of Tzulo’s equipment or property, or Tzulo’s customers, or agents, whether located in the DC or elsewhere.

Tzulo may relocate all or part of Customer Equipment within the DC. Except in an emergency as described below, and unless Customer agrees in writing to a shorter period, Tzulo will give Customer at least thirty (30) days' prior written notice of a relocation, delivered in accordance with Section 11.7 of the Terms and Conditions, identifying the newly designated Customer Area and the proposed date of the move. The replacement Customer Area will satisfy the space, power, and connectivity specifications of the applicable Service Order, and Tzulo’s relocation costs under this paragraph include necessary deinstallation, recabling, reinstallation, and connection testing. Tzulo will use reasonable efforts to schedule the move at a mutually agreed time on or after the date stated in the notice. Following receipt of such notice, Customer shall cooperate with Tzulo in relocating its equipment to the newly designated Customer Area within the DC. Tzulo may relocate Customer Equipment immediately and without advance notice where Tzulo reasonably determines that the relocation is necessary to protect the health or safety of any person, to protect the security or integrity of the DC or its power, cooling, or network infrastructure, to prevent imminent damage to Customer Equipment or to the equipment of other customers, or to comply with applicable law, fire code, or an order of a governmental authority (each, an “emergency”); in that case Tzulo will notify Customer as soon as reasonably practicable and, where feasible, before the move. Tzulo shall incur all costs involved in physically moving the equipment for any relocation initiated by Tzulo under this paragraph, except that where an emergency relocation is made necessary by Customer's breach of these Rules or by the condition of Customer Equipment, Tzulo may bill the move as Remote Hands Services. A move requested by Customer is not a relocation under this paragraph; where Tzulo performs or assists with such a move, the work is billed as Remote Hands Services.

Customer shall use the DC according to the DC Rules and Regulations solely for the purpose of installing, maintaining and utilizing its equipment and for interconnecting the Customer Equipment to Tzulo’s Services, pursuant to the terms of the Services Agreement with Tzulo, and for no other purpose.

• The operation of Customer Equipment must at all times comply with manufacturer’s specifications, including all power requirements.
• Faulty power supplies or other faulty Customer Equipment must be replaced by the customer within 24 hours of notification from Tzulo. Once Tzulo has notified a Customer of faulty equipment, Tzulo will be authorized to disconnect such equipment as necessary.
• Customers may not exceed power limits engineered by Tzulo, as set forth in their contracts, or violate current state and local fire codes. Current power limits are not to exceed 80% of total circuit load per each individual circuit.
• It is Customer's sole responsibility to comply with current power limits set at 80% of total circuit load per each individual circuit.
• Tzulo may conduct periodic power audits. Audits are conducted for Tzulo’s own facility-management purposes and create no duty to any Customer or other person to detect, prevent, or remedy another customer’s overload. Where Tzulo finds Customer’s draw above 80% of circuit capacity on any individual circuit or across Customer’s combined circuits, Tzulo will first warn Customer, and Customer must rectify the overage as soon as possible. If the overage continues more than forty-eight (48) hours after the warning, Tzulo will charge $100.00 per circuit, per day of continuing overage, as a liquidated charge reflecting audit and remediation cost and not as a penalty. If the overage has not been rectified within five (5) days of the warning, Customer must reduce its draw to within the 80% limit or order an additional circuit or cabinet at then-current rates. Any additional amperage Tzulo permits pending remediation will be billed at the then current AC Power rates as set forth by Tzulo. Tzulo may at any time disconnect, rate-limit, or de-energize the excess load or the affected circuit where the overload presents, in Tzulo’s judgment, a hazard to persons or equipment, or where the overage persists after the five (5) day period.
• If Customers overload their circuit(s) resulting in a tripped breaker(s), Tzulo will impose a tripped breaker fee of $500.00 per incident, per breaker.
• Customers are not allowed to daisy chain any power strips. Customers caught daisy-chaining power strips will be notified by Tzulo and will have 24 hours to disconnect the daisy-chained power strips. If the power strips have not been removed by the Customer within the 24 hour period, Tzulo will then disconnect the daisy-chained power strips and remove them from the DC.
• Customers may choose to install dual (A/B) power feeds for redundancy, and equipment may draw from both feeds simultaneously in normal operation. Dual feeds are for redundancy, not additional capacity: Customer’s combined draw across both feeds must remain within the ordered circuit capacity and within 80% of the capacity of a single feed, so that either feed alone can carry Customer’s full load if the other fails. Power audits under these Rules are applied to the combined draw and to each feed’s post-failover load accordingly.
• Customer shall not make any construction changes or material alterations to the interior or exterior portions of the DC or the Customer Area, including any cabling or power supplies for its equipment. Any changes or work needs to be performed by Tzulo at Customer’s expense.
• Customer shall not connect/cross-connect their equipment to any other Customers’ colocated equipment without the express written consent of Tzulo.
• All connections to and from Customer Equipment must be clearly labeled. Each piece of equipment installed in the DC must be clearly labeled on the front and back sides with Customer's name (or code name provided in writing to Tzulo or issued by Tzulo) and individual component identification.
• Customer may not store more than two pieces of equipment per shelf.
• Customer is responsible for removing all of their trash from the DC. Failure to do so will result in Tzulo assessing the Customer with the current hourly Remote Hands fee (one hour total) to remove the trash for Customer.
• Customer is responsible for all Customer Equipment.
• Customer Equipment must be configured and run at all times in compliance with the manufacturer's specifications, including power outlet, power consumption and clearance requirements.
• Customers who lease a full cabinet or rack and maintain their own space may connect and disconnect their own Customer Equipment within that space at any time, without notice to or confirmation from Tzulo. Customers in shared racks (less than a full rack) must notify Tzulo in writing before connecting or disconnecting Customer Equipment or making other changes within the shared space; the work may proceed once notice has been given. Notwithstanding the foregoing, any Customer may immediately disconnect a specific piece of its own Customer Equipment, without prior notice, where reasonably necessary to prevent imminent injury, fire, smoke, electrical hazard, or damage to equipment, and shall notify Tzulo as soon as practicable afterwards, and in any event within one (1) hour, of what was disconnected and why.
• Customer shall not place any hardware or other equipment in the DC that has not been identified in writing to Tzulo.
• Customer is not allowed to store any equipment outside of their cabinet or cage. Customer may not store anything on top of cabinets, next to cabinets, or within the common areas of the DC. Equipment/items found outside of cabinets or cages may be removed by Tzulo and, if removed, held for Customer’s retrieval, and Customer will be charged $100 for each item removed, as a liquidated charge reflecting handling and storage cost and not as a penalty.
• Customers are forbidden to connect or disconnect Tzulo-owned equipment without Tzulo’s prior written approval, and may connect or disconnect Customer Equipment only in accordance with the connect and disconnect rules stated above.
• Equipment may be removed from the DC only with a Property Removal Pass completed by a Tzulo representative or issued electronically through the Tzulo customer portal. Tzulo will issue a pass on request, during any visit, to a person Customer has authorized in writing, except where Tzulo is exercising its rights under Section 9.4(c) of the Terms and Conditions or under the Equipment Removal, Abandonment, and Lien section of these Rules; where Tzulo declines to issue a pass, it will state the reason and, where the reason is non-payment, the amount that must be paid. Retrieval and shipment: Customer may retrieve equipment in person during a scheduled access visit, or may request in writing that Tzulo de-install, pack, and ship it. Where Tzulo agrees to do so, the labor is billed at the standard Remote Hands rate and increments, plus packaging materials, freight and insurance arranged at Customer’s direction and expense; all such amounts, and all outstanding balances, are payable in advance. Tzulo packs and tenders equipment to the carrier as a convenience and is not liable for loss of or damage to equipment after it is tendered to the carrier, or for data on it.
• Tzulo may provide dumb terminals, monitors, monitor cables, keyboards, extension cables and the like, as available, for temporary customer use to connect to their equipment. This equipment is available on an "as is" basis, without any implied or written warranties.
• Customers must sign out such equipment from a Tzulo DC representative and acknowledge that use of this equipment is at their own risk.
• Customer Equipment must be installed so that rear-facing exhaust fans blow out the backs of the equipment cabinets and follow existing hot/cold aisle specifications.
• Cryptocurrency mining equipment (including ASICs) requires prior written approval, which Tzulo may grant or refuse in its sole discretion, for power and thermal reasons.

DC Conduct

Customers and their Representatives may not:

• Misuse or abuse any equipment owned or operated by Tzulo.
• Make any unauthorized use of, or interfere with, any property or equipment owned or operated by any Tzulo customer.
• Conduct themselves in an unprofessional manner or behave in an offensive way toward any individual, including Tzulo personnel and any other customer representatives on site.
• Smoke in the DC or the building. Smoking is allowed outside in authorized areas.
• Enter any cabinets, cages, or restricted areas within the DC other than the Customer's own Customer Area. Customers caught entering cabinets or cages that are not theirs, or restricted areas within the DC, will be charged $100, as a liquidated charge and not as a penalty, and/or will be permanently expelled from the DC and prosecuted to the fullest extent of the law.
• Violate any laws or engage in any criminal activity while on Tzulo property or within the DC facility. Misconduct will result in permanent expulsion from all Tzulo facilities and/or prosecution to the fullest extent of the law.
• Violate the Tzulo Acceptable Use Policy, an updated version of which may be found on the Tzulo Web site, and which is incorporated into the Agreement.

Acceptable Use Policy

The Tzulo Acceptable Use Policy (AUP) is designed to help protect Tzulo, Tzulo Customers and the Internet community in general from irresponsible, inappropriate or, in some cases, illegal activities. It is the Customer’s responsibility to abide by the rules and regulations set forth in the Tzulo AUP. The current Acceptable Use Policy is available on Tzulo’s website and is incorporated into the Agreement.

Modification of the DC Rules and Regulations

Tzulo may modify, add to, or remove from these Rules and Regulations upon 30 days notice to its customers. Notice will be given by email to the address on the Customer's account, with the current version also posted on the Tzulo Web site. Continued use of Tzulo facilities after the notice period will constitute the customer’s acceptance of the most up-to-date version of the Tzulo Rules and Regulations. The current version may be found on the Tzulo Web site, and it is the Customer’s responsibility to review it. Customer and each person entering the DC on Customer’s behalf are required to read and abide by these Rules and Regulations at all times while in the DC. Customer is responsible for ensuring that all of its authorized representatives (i.e., employees, vendors, technicians, guests, etc.) who enter the DC are aware of and abide by these Rules and Regulations. Violations of these Rules and Regulations may result in charges being assessed to the Customer and in the Customer or its representatives being permanently banned from the DC.

Remote Hands Services

Standard Remote Hands Services (billed at $175/hr, in 30-minute increments) include:

• Pushing a button, toggling a switch or setting an externally accessible dip-switch.
• Rebooting or power cycling of equipment.
• Assisting customer with physically installing, relocating, or movement of equipment.
• Reading off readily viewable serial numbers on equipment to customer.
• Providing visual verification (remote eyes) to assist customer's remote troubleshooting efforts.
• Relaying status of equipment status indicators or typing simple commands on a pre-installed console.
• Swapping of pre-labeled, pre-ejected, removable media (tapes, CDs, DVDs, etc.)
• Plugging in a console port for remote management by customer.
• Moving or securing a single cable.
• Replacing or verifying connectivity integrity of Tzulo provided cross-connects.
• Moving or securing cables or customer-side cross-connects.
• Verifying a demarcation label.
• Basic troubleshooting of customer equipment including the attachment of a crash cart to customer equipment.
• Inventorying a customer's equipment or when possible, taking digital pictures of equipment or co-location space.
• Labeling equipment and cable connections.
• Shipping and handling RMA equipment.
• Installing, replacing/removing equipment components (e.g. router/switch, internal module or card, disk drive, memory, etc.) that are hot-swappable and/or highly modular in design.
• Installing or swapping pre-configured equipment or components.
• Installing customer provided software with default configurations or specific and basic customer-provided instructions.
• Establishing or taking down a loop-back on a carrier circuit to assist in remote testing.
• Diagnostic and signal testing a circuit with diagnostic equipment.

Standard Remote Hands Services are performed on Customer's instructions. In performing them, Tzulo technicians carry out only the task requested and report what they observe in doing so; they do not, on their own initiative, diagnose or resolve conditions inside Customer's operating systems, applications, or network configuration, and Customer is responsible for the accuracy and completeness of the instructions it gives. Work that requires Tzulo to exercise its own technical judgment beyond the tasks listed above is an Advanced Remote Hands Service.

The following Advanced Remote Hands Services are outside the standard scope, are not covered by the standard hourly rate, and are quoted individually before work begins:

• Advanced systems or network configuration or troubleshooting (e.g. advanced systems or network protocols and services).
• Advanced operating system or applications troubleshooting.
• Installation, configuration, or troubleshooting of specialized or complex infrastructure components or software applications (e.g. Operating Systems, Oracle RDBMS, RAID solutions, Fibre-channel devices, firewalls, load-balancers, etc.)
• Full deployment of delivered infrastructure, including hardware, software, middleware, and related components.
• Any other work that requires Tzulo to exercise its own technical judgment rather than follow Customer's instructions.

Except as provided below for work continued at Customer's direction during a standard Remote Hands task, Advanced Remote Hands Services are requested through sales@tzulo.com or 888-myTZULO (+1-888-698-9856) and are performed only after Tzulo has issued a written quote and Customer has accepted it in writing; a reply by e-mail or support ticket confirming acceptance is sufficient. The accepted quote states the scope and price of that engagement, and the standard hourly rate stated in these Rules does not apply to work performed under it; where a quote states an hourly rate rather than a fixed price, time is billed in 30-minute increments. If, during a standard Remote Hands task, the technician determines that the work requested falls within the advanced list, the technician will stop and refer the request for a quote unless Customer directs the technician, in the support ticket, to continue; work continued at Customer's direction is the only Advanced Remote Hands work performed without a quote, is billed at the standard hourly rate in 30-minute increments, is performed on a best-efforts basis, and carries no warranty of result. Where the technician stops, only the standard time already spent is billed. Tzulo may decline any request for Advanced Remote Hands Services, including a direction to continue under this paragraph. Advanced Remote Hands Services do not alter the unmanaged support described in Section 1.5 of the Terms and Conditions, do not limit the managed support fee described in that Section, and create no ongoing maintenance, monitoring, or management obligation on Tzulo's part.

Customers who anticipate requiring work outside the standard scope or wish to implement a custom Remote Hands Services solution are asked to contact the Tzulo Sales Department at sales@tzulo.com or 888-myTZULO (+1-888-698-9856). Standard Remote Hands Services are billed at $175/hr, in 30-minute increments; Advanced Remote Hands Services are billed as stated in the accepted quote, except work continued at Customer's direction as provided above. Rates are subject to change.