Terms & Conditions

1. The agreement

These Terms & Conditions (“Terms”) are a binding agreement between Vyomr Private Limited, a company incorporated in India with its registered office at 1208, A-wing, Kanakia Silicon Valley, Powai, Mumbai 400076 (“Umber”, “we”, “us”), and you or the organisation you represent (“you”, “Customer”).

By creating an account, clicking to accept, or using any part of the Service, you agree to these Terms. If you are accepting on behalf of a company, you confirm you have authority to bind it. If you do not agree, do not use the Service.

These Terms incorporate our Privacy Policy. Where you have signed a separate written agreement, order form, or enterprise contract with us, that document prevails over these Terms to the extent of any conflict.

2. Definitions

• Service — the Umber platform, including umbercloud.io, the dashboard at app.umbercloud.io, the API at api.umbercloud.io, the asset delivery network, the Umber CLI, and any documentation or support we provide.
• Customer Content — the assets, files, metadata, names, tags, and configuration you or your users upload to or create in the Service.
• Asset — a file managed by the Service, such as an image, video, audio file, document, or 3D model, together with all of its versions.
• Environment — an isolated stage of your workflow, such as DEV, QA, or PROD, each of which can point at its own version of any Asset.
• Plan — the subscription tier you select (Starter, Pro, or Enterprise) and the limits published on our pricing page or set out in your order form.
• Users — the individuals you authorise to access the Service under your account, counted against your Plan's user limit.

3. Accounts and eligibility

You must be at least 18 years old and legally capable of entering into a contract. The Service is intended for business and professional use.

You are responsible for:

• The accuracy of the registration and billing information you give us, and for keeping it current.
• Keeping your credentials and API keys confidential. All activity under your account is treated as yours, whether or not you authorised it, unless it results from our own breach of these Terms.
• The conduct of every User you invite, and for removing Users who no longer need access.

Tell us immediately at security@umbercloud.io if you suspect unauthorised access. We may require you to rotate keys or reset credentials where we reasonably believe your account is compromised.

4. Plans, limits, and fair use

Each Plan carries limits on storage, monthly download bandwidth, Users, environments, and API access, as published on the pricing page. Those published limits form part of these Terms.

Exceeding your limits

We will not cut you off mid-cycle for exceeding bandwidth. We will notify you and recommend the right Plan or add-on. If your usage stays materially above your Plan for two consecutive billing cycles, we may, on at least 14 days' notice, move you to the Plan that matches your usage, apply metered overage charges at our then-current published rates, or throttle requests above the limit.

Fair use

Plans are priced for normal application use. We may apply reasonable rate limits and may act on usage that degrades the Service for other customers — for example, using Umber as a general-purpose file backup, bulk redistribution, or public file-sharing service rather than as an asset delivery layer for your own applications.

Free Plan

The Starter Plan is provided free of charge and, notwithstanding anything else in these Terms, is provided “as is” with no service commitments. We may modify, limit, or discontinue the free Plan at any time on 30 days' notice, during which you can export your Customer Content.

Beta features

Features labelled beta, preview, or experimental may change or be withdrawn without notice, are excluded from any service commitment, and should not be relied on in production.

5. Fees, billing, and taxes

• Currency and taxes. Prices are shown in Indian Rupees and are exclusive of GST and any other applicable taxes, which are added at the prevailing rate. Where you are required to withhold tax, the amount payable to us is grossed up so we receive the full invoiced sum.
• Billing cycle. Paid Plans are billed in advance, monthly or annually as you select, and renew automatically for further terms of the same length until cancelled.
• Payment. You authorise us and our payment processor to charge your saved payment method for each renewal and for any overage or add-on charges. Invoices are issued to the billing email on the account.
• Plan changes. Upgrades take effect immediately, with the balance of the current cycle charged on a pro-rata basis. Downgrades take effect at the start of the next billing cycle; we do not refund the unused portion of the current cycle.
• Failed payments. If a charge fails, we will retry and notify you. If it remains unpaid 7 days after the due date we may suspend access; if unpaid for 30 days we may terminate the account under section 12.
• Price changes. We may change prices with at least 30 days' notice before your next renewal. The change applies from that renewal; if you do not accept it, cancel before then.

Cancellation and refunds

You may cancel at any time from your account settings. Cancellation stops future renewals and takes effect at the end of the paid period — you keep access until then. Fees already paid are non-refundable, except where required by law, or where we terminate for our convenience under section 12, in which case we refund the unused portion of any prepaid fee on a pro-rata basis. Refunds, where due, are made to the original payment method within 14 business days.

6. Your content

You own your Customer Content. Nothing in these Terms transfers ownership of it to us.

You grant us a worldwide, non-exclusive, royalty-free licence to host, store, copy, transmit, cache, encode, transcode, reformat, and display Customer Content — solely to the extent necessary to provide, secure, and support the Service for you. This licence exists only for as long as we host the content, and ends when you delete it or the account closes, subject to the backup purge window in our Privacy Policy.

You represent and warrant that you own or have all rights necessary to upload your Customer Content and to grant this licence, and that the content does not infringe anyone's rights or breach any law.

What we will not do

• We will not sell your Customer Content or share it other than as described in the Privacy Policy.
• We will not use your Customer Content to train general-purpose or third-party AI models. Indexes created for AI search stay confined to your account.
• We will not access the contents of your Assets except as set out in section 5 of the Privacy Policy.

Backups are your responsibility too

We take backups for our own resilience, but they are not a substitute for yours. You are responsible for retaining independent copies of anything you cannot afford to lose.

Public delivery URLs

Assets you publish to a public delivery URL can be fetched by anyone holding that URL. Deciding what to make public is your call, and you should not place confidential material behind a public URL.

Feedback

If you send us ideas or suggestions about the Service, you grant us an unrestricted, perpetual, royalty-free right to use them without obligation or attribution.

7. Acceptable use

You must not use the Service to store, deliver, or facilitate:

• Content that is unlawful in India, including material infringing copyright, trademark, or other intellectual property rights.
• Child sexual abuse material, non-consensual intimate imagery, or content that sexually exploits any person.
• Content that incites violence, terrorism, or hatred against a group, or that is defamatory, obscene, or otherwise unlawful under the Information Technology Act, 2000 and rules made under it.
• Malware, ransomware, exploits, phishing kits, or content designed to compromise systems or deceive users into surrendering credentials.
• Personal data you have no lawful basis to process, or sensitive personal data placed in the Service in breach of the DPDP Act.

You must also not:

• Reverse engineer, decompile, or attempt to derive the source code of the Service, except to the extent Indian law expressly permits despite this restriction.
• Probe, scan, or test the vulnerability of the Service without our written permission, or circumvent authentication, rate limits, or quota enforcement.
• Resell, sublicense, or provide the Service to third parties as a standalone offering, or use it to build a directly competing product.
• Interfere with the Service's operation or impose an unreasonable load on our infrastructure, including through automated bulk requests outside documented API use.
• Misrepresent your identity or affiliation, or use the Service in breach of any applicable export control or sanctions law.

If we receive a valid complaint or become aware of a breach, we may remove or disable access to the specific content and will notify you with our reasons, save where the law prevents us. We may act without notice only where content is manifestly unlawful, poses an immediate security risk, or where a court or authority requires it. To report a violation or make a copyright complaint, write to legal@umbercloud.io with enough detail to identify the content and your rights in it; we operate a counter-notice process for content removed in error.

8. API, keys, and the CLI

The Service is delivered over plain HTTPS and needs no SDK. Your use of the API and the umber CLI is subject to these Terms and to the published documentation.

• Keys are secrets. API keys are shown once. Keep them server-side, out of client-side bundles, mobile binaries, and public repositories. You bear the cost of usage incurred through a leaked key.
• Rate limits. We publish limits per Plan and may apply reasonable protective limits without notice to preserve stability for everyone. Persistent limit-breaking may lead to throttling or suspension.
• Breaking changes. We version the API. Where we must make a backwards-incompatible change to a stable version, we will give at least 90 days' notice and keep the prior version available during that period, unless a security or legal issue requires faster action.
• Deprecation. We will announce deprecations by email to account holders and in the documentation.

9. Availability and support

We aim to keep the Service available continuously, and we may carry out maintenance — announced in advance where we reasonably can, and outside peak hours where practical. Emergency maintenance may happen without notice.

No uptime commitment applies to the Starter or Pro Plans. A binding service level agreement, with uptime targets and service credits, applies only where set out in a signed enterprise agreement or order form.

Support is provided at the level your Plan specifies: community and documentation on Starter; email and in-platform support on Pro; and 24/7 premium support on Enterprise or where a priority support add-on is purchased. Support covers the Service itself, not your application code.

10. Intellectual property

We own the Service — the platform, software, APIs, delivery network, documentation, design, and the Umber name and marks — together with all improvements to it. Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service during your subscription.

You may not use our name, logo, or marks without our written permission, except to state factually that you use Umber. Any rights not expressly granted are reserved.

We may use your name and logo to identify you as a customer on our website and in materials, and you may withdraw that permission at any time by writing to legal@umbercloud.io.

11. Confidentiality

Each party may receive information from the other that is marked confidential or that a reasonable person would understand to be confidential — including your Customer Content and our non-public technical and commercial information. Each party will protect the other's confidential information with at least reasonable care, use it only to perform this agreement, and disclose it only to personnel and advisers who need it and are bound by equivalent obligations.

These duties do not apply to information that is or becomes public through no fault of the recipient, was already known to the recipient without restriction, or is independently developed. Where disclosure is legally compelled, the recipient will give notice where it lawfully can, so the other party may seek protection. These obligations survive for 3 years after termination, and indefinitely for anything that constitutes a trade secret.

12. Term, suspension, and termination

These Terms apply from the moment you create an account until the account is closed.

By you

Cancel at any time from account settings, as described in section 5.

By us

We may suspend or terminate your access if you materially breach these Terms and do not cure the breach within 14 days of written notice; if fees remain unpaid as set out in section 5; if we must do so to comply with law or a binding order; or immediately, where your use poses an imminent risk to the security, integrity, or lawful operation of the Service or to another customer. Where we suspend, we will restore access promptly once the cause is resolved.

We may also terminate for convenience on 30 days' notice, refunding the unused portion of any prepaid fees on a pro-rata basis.

After termination

Your right to use the Service ends and outstanding fees fall due immediately. We will keep your Customer Content available for export for 30 days after termination — except where the account was terminated for unlawful content or where the law forbids it — after which it is deleted in line with our retention schedule. Export your data before then.

Sections 6 (ownership), 10, 11, 13, 14, 15, 16, and 18 survive termination, along with any accrued payment obligations.

13. Disclaimers

We warrant that we will provide the Service with reasonable skill and care, in a manner materially consistent with our documentation.

14. Limitation of liability

You acknowledge that the fees reflect this allocation of risk, and that we would not provide the Service on these prices without it.

15. Indemnity

You will defend and indemnify us against third-party claims, and reasonable resulting costs, arising from your Customer Content, your breach of section 7 (acceptable use), or your infringement of a third party's rights.

We will defend and indemnify you against third-party claims that the Service, as provided by us and used in accordance with these Terms, infringes that party's intellectual property rights in India — provided you notify us promptly, let us control the defence, and cooperate reasonably. If such a claim arises, we may modify the Service, obtain a licence, or terminate the affected part and refund prepaid fees for it. This does not cover claims arising from your Customer Content or from combining the Service with anything we did not supply.

16. Governing law and disputes

These Terms are governed by the laws of India, without regard to conflict of laws principles.

If a dispute arises, both parties will first try in good faith to resolve it informally — write to legal@umbercloud.io and we will engage within 30 days.

Any dispute not resolved informally will be referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration is Mumbai, India, and the proceedings will be in English. The award is final and binding.

Subject to the arbitration clause, the courts at Mumbai, India have exclusive jurisdiction, and either party may seek urgent interim or injunctive relief there — for example, to protect intellectual property or confidential information.

17. Changes to these terms

We may update these Terms as the Service and the law evolve. For material changes we will give at least 30 days' notice by email to account holders and in the dashboard. Changes take effect on the stated date, and continuing to use the Service after it means you accept them. If you do not accept a material change, cancel before it takes effect and we will refund the unused portion of any prepaid fees. Non-material changes — clarifications, typographical fixes, contact details — take effect on posting.

18. General

• Entire agreement. These Terms, the Privacy Policy, and any order form you have signed are the whole agreement between us on this subject and replace anything said or written before it.
• Severability. If a provision is held unenforceable, it is modified to the minimum extent needed to make it enforceable, and the rest stands.
• No waiver. Not enforcing a right on one occasion does not waive it.
• Assignment. You may not assign these Terms without our written consent, except to a successor of your whole business. We may assign to an affiliate or to a successor in a merger or sale of assets, on notice to you.
• Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, war, civil unrest, epidemics, government action, failures of upstream network or power providers, and large-scale internet disruption.
• Notices. We give notice by email to the address on your account and, for material matters, in the dashboard. You give notice to legal@umbercloud.io. Notices are deemed received the next business day.
• Relationship. Nothing here creates a partnership, joint venture, agency, or employment relationship.
• Third parties. No one other than you and us has any right to enforce these Terms.
• Language. These Terms are drawn up in English, which governs their interpretation.

19. Contact

Questions about these Terms, legal notices, and abuse or copyright reports — legal@umbercloud.io. Billing questions — billing@umbercloud.io. Everything else — our contact page.

Vyomr Private Limited, 1208, A-wing, Kanakia Silicon Valley, Powai, Mumbai 400076, India.