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Terms of Service and marketplace agreements.
This Provider Marketplace Agreement (the "Agreement") is a legally binding contract between the provider organization accepting these terms ("Provider," "you," or "your") and NodeRings ("NodeRings," "we," "us," or "our"). By checking the acceptance box, entering your full legal name, requesting marketplace review, listing capacity, or otherwise using the Services as a seller, you agree to this Agreement (Version 1.4.0, effective 19 July 2026) and to our Terms of Service. If you do not agree to every provision of this Agreement, you must not submit for review or sell on the marketplace. NodeRings may refuse, suspend, or terminate your participation immediately and without prior notice if you do not agree, or later cease to agree, to this Agreement.
NodeRings operates a marketplace and technology control plane. NodeRings is not a hosting provider, is not the supplier of compute capacity to Customers, is not a party to the delivery of Offerings, and does not operate, maintain, or guarantee the Provider Platform. Except as expressly stated for payment processing facilitation (including Stripe), nothing in this Agreement creates a partnership, joint venture, employment, franchise, or fiduciary relationship. Provider is an independent seller. For the delivered Offering, the commercial relationship for support and service quality is between Provider and Customer.
To the maximum extent permitted by law, NodeRings acts as a marketplace and payment facilitator / technology intermediary—not as the merchant of record for Provider's underlying hosting service. Any invoice, receipt, or charge presentation by NodeRings is for platform billing facilitation and does not make NodeRings responsible for Provider's performance.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS," "AS AVAILABLE," AND WITHOUT ANY WARRANTY OR GUARANTEE OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE—INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, UPTIME, LATENCY, THROUGHPUT, SECURITY, DATA INTEGRITY, CONTINUOUS AVAILABILITY, OR FITNESS FOR ANY BUSINESS RESULT.
WITHOUT LIMITING THE FOREGOING, NODERINGS DOES NOT WARRANT OR GUARANTEE: (A) THAT ANY OFFERING WILL PROVISION, RUN, OR REMAIN AVAILABLE; (B) THAT ANY CUSTOMER WILL PURCHASE OR RETAIN SERVICE; (C) ANY REVENUE, PAYOUT TIMING, OR SETTLEMENT AMOUNT; (D) THE ACCURACY OF MARKETPLACE SEARCH, RANKING, OR LISTINGS; (E) FREEDOM FROM ERRORS, BUGS, OR INTERRUPTIONS; (F) ANY PARTICULAR SEARCH RANKING, FEATURED PLACEMENT, OR TRAFFIC VOLUME; OR (G) THAT THE SERVICES WILL MEET PROVIDER'S OR ANY CUSTOMER'S REQUIREMENTS. NODERINGS ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR THE PROVIDER PLATFORM, CUSTOMER WORKLOADS, DATA LOSS, SECURITY INCIDENTS ON PROVIDER SYSTEMS, OR ANY OUTCOME ARISING FROM USE OF OFFERINGS. NODERINGS OWES PROVIDER NO SERVICE LEVEL AGREEMENT AND NO SERVICE CREDITS.
Provider alone is solely and exclusively responsible for, and NodeRings has no duty to provide or maintain:
Customers must contact Provider for support related to Offerings. NodeRings may, at its sole option, forward tickets or messages, but has no obligation to resolve Provider–Customer issues and is not a support desk for the Provider Platform.
Agents (and related operators) may be provided or referenced as open-source or similarly distributable software for Provider to install and operate on the Provider Platform. Agents run in Provider's environment and are outside NodeRings's operational control. Marketplace orders are accepted and applied through the Agent's integration path—typically by reconciling Kubernetes custom resources (CRs) (or successor mechanisms NodeRings may document)—and not by NodeRings directly administering Provider's hypervisors or Agent Hosts.
NodeRings supports only unmodified Agents (and related components) as officially documented and distributed for use with the Services. If Provider forks, patches, rebuilds, reconfigures beyond documented settings, or otherwise modifies an Agent or its dependencies, NodeRings will not provide any support for that custom or modified Agent. Custom Agents are unsupported.
If Provider's modification, misconfiguration, or unsupported use of an Agent breaks provisioning, peering, listing eligibility, Customer workloads, billing reconciliation, or any other part of Provider's setup, NodeRings is not responsible for that breakage, for remediation, for lost revenue, or for Customer impact. Provider assumes all risk of running modified or unsupported Agents.
Security, hardening, patching, access control, network exposure, secrets management, monitoring, and incident response for every Agent Host (and for clusters or namespaces where Agents run) are the sole responsibility of Provider. NodeRings does not operate, supervise, or guarantee the security of Agent Hosts. If an Agent Host, Agent credentials, cluster, or related system is compromised, breached, abused, or used to harm Customers or third parties, that event is not the responsibility of NodeRings, and Provider remains fully liable to Customers and third parties and remains bound by the indemnification obligations in this Agreement.
NodeRings does not warrant that any Agent will function correctly on Provider's infrastructure, that CRs will always apply successfully, or that Agent software is free of defects. Use of Agents is at Provider's own risk, subject to any separate open-source license terms that accompany the Agent software (which govern copyright licensing and are in addition to—not instead of—this Agreement's disclaimers as between Provider and NodeRings).
Provider shall not modify, patch, intercept, spoof, or otherwise manipulate any Agent, operator, exporter, probe, CR status, API response, benchmark, preflight/live-validation signal, or related telemetry in order to invent, inflate, or conceal resources, inventory, utilization, performance, or health. Any such conduct is a material breach. NodeRings may terminate this Agreement and Provider's marketplace participation immediately, without prior notice and without liability, and may delist Offerings, freeze payouts, and notify affected Customers.
You represent and warrant that: (a) you are duly authorized to bind Provider; (b) all KYC, identity, tax, address, ownership, and profile information is true, complete, and current; (c) you will update such information promptly upon change; (d) you and your beneficial owners are not sanctioned or prohibited parties; and (e) you have all rights and licenses needed to list and deliver Offerings. NodeRings may approve, reject, re-review, or revoke marketplace access at any time in its sole discretion, with or without cause, and without liability. NodeRings may require additional verification, documentation, or payout-account (e.g., Stripe Connect) readiness before or after listing.
Marketplace payments are processed using Stripe (and/or other processors NodeRings may designate). Provider authorizes NodeRings to collect, hold, deduct, and remit funds as described in this Section and in Provider's billing settings.
For fixed-price Offerings, Customer payment is collected through NodeRings's Stripe (or designated) payment flow. NodeRings will deduct the applicable Platform Fee based on Provider's then-current NodeRings subscription tier (for example, published rates associated with Community, Starter, Premium, or successor tiers, including any minimum fee floors), and will forward the remaining net amount to Provider subject to Stripe Connect / payout configuration, holds, reserves, chargebacks, refunds, offsets, and applicable law. Timing of payouts depends on Stripe and NodeRings payout schedules and is not guaranteed.
For usage-based Offerings, NodeRings may operate a credit-based system under which Customers deposit prepaid credit into accounts funded via NodeRings's Stripe account. Usage incurred with a given Provider is metered against Customer credit. NodeRings will calculate amounts owed for such usage and run Provider payouts on a periodic schedule (typically monthly), after deducting Platform Fees and any other authorized amounts. Credits, unused balances, forfeiture rules, and metering methodology are governed by NodeRings policies as published or configured in the Services. NodeRings does not guarantee that metered data, credit balances, or payout calculations will be error-free; Provider must promptly dispute any alleged calculation error in writing, and NodeRings's good-faith determination (absent manifest arithmetic error) is final for platform settlement purposes.
Provider is solely responsible for all taxes, duties, and filings arising from Provider's sales and income (including VAT/GST/sales tax where applicable). NodeRings may withhold, set off, debit, or claw back against current or future payouts any amounts owed to NodeRings or to Customers as a result of chargebacks, refunds, credits, fraud, Platform Fees, subscription fees, penalties, indemnification claims, or suspected Agreement breach. Stripe and bank fees may reduce net payouts. NodeRings may impose payout holds or reserves. Published Platform Fee percentages and subscription prices may change prospectively upon notice through the Services.
Provider acknowledges that payouts and marketplace settlement depend on third-party payment processors (including Stripe). Where Provider uses Stripe Connect or a similar connected-account / marketplace payout model, Provider must accept and remain in compliance with Stripe's (or the designated processor's) applicable connected-account, recipient, and services agreements, and complete any required identity or compliance onboarding. Failure to maintain a payout-capable, processor-compliant account may result in withheld payouts, suspension of listings, or termination under this Agreement. NodeRings is not responsible for processor decisions, account restrictions, or delays caused by Stripe or any other processor.
ANY AND ALL DISPUTES, CLAIMS, COMPLAINTS, CHARGEBACKS, REFUNDS REQUESTS, REGULATORY INQUIRIES, OR CONTROVERSIES OF ANY KIND OR FORM ARISING FROM OR RELATED TO CUSTOMERS, OFFERINGS, THE PROVIDER PLATFORM, SUPPORT, DOWNTIME, DATA LOSS, PERFORMANCE, BILLING BETWEEN PROVIDER AND CUSTOMER, OR ALLEGED MISREPRESENTATION BY PROVIDER ARE THE SOLE RESPONSIBILITY OF PROVIDER—NOT NODERINGS.
Provider shall defend, indemnify, and hold harmless NodeRings and its officers, directors, employees, contractors, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) Offerings or the Provider Platform; (b) Customer disputes of any nature; (c) Provider's breach of this Agreement or law; (d) Provider's content, branding, or marketing; (e) taxes; (f) intellectual property or privacy claims; (g) chargebacks or payment disputes attributable to Provider's Offerings or conduct; (h) Agents, custom or modified Agents, Agent Hosts, Kubernetes clusters under Provider control, credential leakage, or any security compromise of systems Provider operates; (i) IP address, network, or abuse events originating from Provider capacity; (j) Provider's attempt to circumvent Platform Fees; and (k) overselling, under-delivery, fake or manipulated metrics, or misrepresented capacity or performance. NodeRings may, without waiving rights, settle or handle a payment dispute with a Customer or card network for operational reasons; doing so does not create liability for NodeRings or reduce Provider's indemnification obligations.
If Provider does not agree to this Agreement (or any updated version), or breaches this Agreement, or engages in fraud, abuse, illegal activity, overselling or under-delivery of advertised capacity, faking or manipulating metrics/telemetry/Agent data, or other conduct that NodeRings reasonably believes harms Customers, NodeRings, or the marketplace, NodeRings is entitled—and Provider acknowledges NodeRings is obliged in order to protect the platform—to end Provider's marketplace participation immediately, without prior notice, and without liability. NodeRings may also suspend listings, freeze or delay payouts, revoke API access, and take other protective measures. Sections that by their nature should survive (including fees owed, offsets, indemnification, disclaimers, limitation of liability, non-circumvention, truthful capacity, audit, wind-down, electronic acceptance, and dispute provisions) survive termination.
Upon suspension or termination of marketplace participation (for any reason), Provider shall: (a) continue to operate and support existing Customer workloads for a reasonable wind-down period so Customers can evacuate or migrate (unless NodeRings directs otherwise for safety, fraud, or legal risk); (b) not wipe, encrypt-lock, ransom, or deliberately destroy Customer data or instances without prior written notice to NodeRings and a commercially reasonable opportunity for Customers to retrieve data (except where legally required to preserve or seize evidence); (c) cooperate with NodeRings's Customer notifications and reasonable migration facilitation; and (d) remain liable for indemnification, unpaid fees, chargebacks, and Customer claims arising from the wind-down period. NodeRings has no obligation to host, migrate, or recover Customer workloads on Provider's infrastructure.
Provider must keep its NodeRings subscription plan (and any related fees) paid and in good standing. If Provider fails to pay for its subscription plan (or otherwise becomes delinquent) while Customers continue to use Offerings purchased through NodeRings:
Delinquency does not relieve Provider of support obligations to remaining Customers, indemnification, or amounts owed to NodeRings. NodeRings may continue to deduct Platform Fees and offsets from any funds still flowing for residual usage until wind-down is complete.
Provider shall not use the Services or Offerings for illegal activity, spam, malware, unauthorized access, network abuse, sanctions evasion, or any activity that threatens the integrity or reputation of NodeRings. Without limitation, Provider must not knowingly permit Offerings to be used for: unsolicited bulk email or SMS; botnet or cryptomining abuse contrary to law or NodeRings policies; child sexual abuse material; trafficking; terrorism financing; fraud; phishing; or other clearly unlawful content. Provider must maintain reasonable security controls, promptly remediate abuse (including responding to abuse contacts NodeRings or third parties send), and cooperate fully with NodeRings investigations and lawful requests. NodeRings may suspend traffic, listings, IP allocations coordination, or accounts to protect the platform without liability.
Provider must only list Offerings that Provider can actually deliver. Overselling capacity—advertising, selling, or accepting orders for CPU, memory, storage, GPU, network, IP addresses, or other resources that Provider does not have available to fulfill—is strictly prohibited.
Provider shall deliver to each Customer at least the resources and performance characteristics advertised for the purchased Offering (including plan specifications, regions, and material listing claims). Intentionally under-delivering, throttling below advertised specs without clear disclosure, or substituting materially inferior resources while charging for the advertised Offering is prohibited.
Provider shall not fake, spoof, inflate, suppress, or otherwise manipulate any data that NodeRings, Customers, or validation systems use to assess Provider capacity or health—including without limitation: Agent or operator reports; Kubernetes CR status; node/inventory metrics; Prometheus or other exporters; benchmarks; preflight or live-validation results; dashboard telemetry; or API responses. Modifying an Agent (or related components) for the purpose of faking resources or metrics is prohibited under this Section and Section 5.5.
Breach of this Section is a material breach. NodeRings may, in its sole discretion and without prior notice or liability: (a) immediately terminate this Agreement and Provider's marketplace participation; (b) delist all Offerings; (c) stop new sales and advertising; (d) freeze, hold, or claw back payouts; (e) notify affected Customers and facilitate evacuation messaging; and (f) pursue indemnification and other remedies. NodeRings's determination that capacity, delivery, or metrics were misrepresented—based on validation tests, Customer reports, telemetry anomalies, audits, or other evidence—is sufficient grounds for such action.
NodeRings may, in its sole discretion: (a) approve, reject, pause, demote, feature, or remove listings; (b) change search, ranking, filtering, or recommendation algorithms without notice or liability; (c) require preflight checks, live validation, capacity tests, or other readiness gates before or during marketplace listing; (d) delist Offerings that fail validation, violate this Agreement, or create Customer risk; and (e) display, moderate, or remove Customer reviews and ratings. Provider has no right to any particular placement, conversion rate, or exclusivity. NodeRings may promote competing Providers and Offerings. NodeRings may correct, suppress, or label listings it believes are inaccurate or unsafe, without liability for lost sales.
NodeRings may investigate suspected overselling, under-delivery, metric manipulation, fee circumvention, abuse, or other Agreement breaches. Provider shall cooperate promptly and in good faith, including by: (a) permitting NodeRings to run or re-run preflight, live validation, benchmarks, and capacity probes; (b) providing reasonably requested logs, inventory records, configuration summaries, and explanations (excluding unrelated trade secrets where a suitable alternative evidence exists); (c) not interfering with telemetry, Agents, or validation tooling during an investigation; and (d) remediating confirmed issues on timelines NodeRings reasonably sets. Failure to cooperate is itself a material breach and grounds for immediate suspension or termination under Section 9. NodeRings's investigation does not create any duty to police Provider continuously or any liability for undetected misconduct.
Provider shall not, directly or indirectly, circumvent, avoid, or reduce Platform Fees owed on Marketplace-Originated Relationships—for example by steering Customers discovered through NodeRings to pay Provider outside the Services for the same or substantially similar capacity, by falsifying usage, by creating sham cancellations and rebooking, or by otherwise manipulating billing. For a reasonable period after a Marketplace-Originated Relationship begins (and for renewals/expansions of that relationship), Platform Fees remain due on amounts attributable to that relationship as configured in the Services, whether or not Provider prefers an offline invoice.
This Section does not prohibit Provider from selling capacity through Provider's own channels to customers who never used the Services; it prohibits fee evasion on relationships that originated on NodeRings. Breach may result in immediate termination, clawback of unpaid fees, and other remedies.
Where the Services assist with IP address management (IPAM), allocation, routing metadata, firewall configuration APIs, or related networking orchestration, such tooling does not transfer ownership of Provider's address space to NodeRings and does not make NodeRings responsible for how addresses are used. Provider remains solely responsible for: (a) lawful use of IPv4/IPv6 space and ASNs; (b) reverse DNS and mail reputation where applicable; (c) spam, scanning, DDoS origination, and other network abuse from Provider capacity; (d) blacklisting, delisting, and remediation; and (e) responding to abuse desks and law-enforcement requests. NodeRings may suspend marketplace sales or coordination features if Provider's network reputation or abuse handling creates platform risk.
NodeRings retains all rights in the Services, branding, software, and documentation. Provider retains rights in Provider's own marks and content, and grants NodeRings a worldwide, royalty-free license to use Provider's name, logo, and listing content to operate, promote, and publicize the marketplace (including case studies and provider directories, subject to any trademark guidelines Provider reasonably provides). Feedback provided to NodeRings may be used freely without restriction or compensation. Provider shall not imply that NodeRings endorses Provider's Offerings beyond marketplace listing, and shall not misuse NodeRings marks.
Each party shall handle personal data in accordance with applicable law and NodeRings's published privacy-related notices. Provider is independently responsible for its own privacy notices and processing toward Customers (including any cookies, logs, or telemetry Provider collects on Customer workloads). Provider shall not misuse Customer or NodeRings data obtained through the Services.
Provider shall not attempt to access, scrape, or infer information about other providers' customers, pricing not disclosed to Provider, or non-public marketplace data. NodeRings may retain transactional, audit, and communications records as needed to operate billing, compliance, dispute defense, and safety. NodeRings may contact Customers about marketplace, billing, security, evacuation, or platform matters without Provider's prior approval.
Provider shall comply with applicable export control, sanctions, and trade laws. Provider shall not list or deliver Offerings to prohibited jurisdictions or denied parties, and shall not use the Services to facilitate such activity. Provider is responsible for any licenses required for encryption, dual-use, or other regulated technology Provider offers.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NODERINGS AND ITS AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, BUSINESS OPPORTUNITY, OR SERVICE INTERRUPTION, REGARDLESS OF THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY. NODERINGS'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES SHALL NOT EXCEED THE PLATFORM FEES ACTUALLY RETAINED BY NODERINGS FROM PROVIDER'S MARKETPLACE TRANSACTIONS IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR ONE HUNDRED U.S. DOLLARS (USD $100), WHICHEVER IS GREATER. THE FOREGOING LIMITATIONS APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Provider acknowledges it has not relied on any representation, warranty, or promise not expressly set out in this Agreement, and has independently evaluated the risks of selling on a marketplace intermediary platform. Marketing materials, documentation, dashboards, estimates, and oral statements are not guarantees. Features labeled alpha, beta, preview, or experimental may change or be withdrawn at any time and are provided without support obligations.
NodeRings may update this Agreement by publishing a new version (with an incremented version number and/or new effective date) through the Services or by notice. Continued participation as a Provider after the effective date constitutes acceptance. If Provider does not agree to an updated version, Provider must stop selling and request account wind-down; NodeRings may terminate immediately under Section 9.
NodeRings is not liable for delay or failure caused by events beyond its reasonable control, including internet or cloud failures, strikes, war, terrorism, epidemics, government action, or third-party outages (including Stripe, DNS, or upstream networks).
This Agreement is governed by the laws applicable to NodeRings's principal place of business, without regard to conflict-of-law rules, unless mandatory consumer or local law requires otherwise for a particular party. Exclusive venue for disputes between Provider and NodeRings shall lie in the courts competent for that principal place of business, except that NodeRings may seek injunctive relief in any jurisdiction. If any provision is unenforceable, the remainder remains in effect. Failure to enforce a provision is not a waiver. Provider may not assign this Agreement without NodeRings's prior written consent; NodeRings may assign freely (including in connection with a merger or sale of assets). Notices may be given via the Services or email on file. This Agreement, together with the Terms of Service and any expressly incorporated policies, constitutes the entire agreement regarding marketplace participation and supersedes prior discussions on that subject. Headings are for convenience only. Except as expressly stated, there are no third-party beneficiaries of this Agreement; Customers are not third-party beneficiaries entitled to enforce this Agreement against NodeRings.
Provider agrees that acceptance of this Agreement may be evidenced by electronic means, including checking an acceptance box in the Services, typing a full legal name as electronic signature, and submitting a marketplace review or profile update. Such electronic acceptance of a stated Agreement version (including Version 1.4.0 or any later version accepted through the Services) is binding to the same extent as a handwritten signature. NodeRings may retain records of the accepted version, legal name submitted, account identity, timestamps, and related metadata for contract, compliance, and dispute purposes. Provider consents to those records being used as evidence of acceptance.
Questions about this Agreement (Version 1.4.0) may be sent to [email protected].
BY ACCEPTING THIS AGREEMENT, YOU ACKNOWLEDGE THAT YOU HAVE READ VERSION 1.4.0, UNDERSTAND IT, AND AGREE TO BE BOUND BY IT. YOU FURTHER ACKNOWLEDGE THAT NODERINGS PROVIDES NO GUARANTEES AND ACCEPTS NO RESPONSIBILITY FOR YOUR PLATFORM, YOUR AGENTS OR AGENT HOSTS (INCLUDING COMPROMISE THEREOF), YOUR CUSTOM AGENT MODIFICATIONS, YOUR CUSTOMERS, YOUR NETWORK/IP REPUTATION, OR YOUR DISPUTES. YOU ACKNOWLEDGE THAT OVERSELLING, UNDER-DELIVERY, OR FAKING CAPACITY/METRICS IS GROUNDS FOR IMMEDIATE TERMINATION.
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