Terms & Conditions

These Terms & Conditions (the “Terms”) govern your access to and use of the Swarmfile websites, desktop and command-line applications, and hosted control-plane and storage services (together, the “Service”). The Service is provided by Swarmfile (“Swarmfile,” “we,” “us,” or “our”). By creating an account, downloading or running our software, or otherwise using the Service, you agree to these Terms. If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization, and “you” refers to that organization.

If you do not agree to these Terms, do not use the Service.

1. Definitions

• “Account” means the account you register to access the Service.
• “Your Content” means the files, data, metadata, and other material you or your users upload to, store in, stream through, or generate using the Service.
• “Organization” means the tenant workspace under which projects, members, and billing are managed.
• “End-to-End Tier” means the opt-in encryption mode in which project keys are wrapped to your members’ devices and a recovery key you alone hold, and are never available to us in plaintext.

2. Eligibility and accounts

You must be at least 18 years old and able to form a binding contract to use the Service. You are responsible for all activity that occurs under your Account and for keeping your credentials, API keys, and recovery keys secure. You must notify us promptly of any unauthorized use of your Account. We are not liable for any loss arising from your failure to safeguard your credentials or keys.

3. Plans, trials, and billing

Paid plans are billed in advance on a per-seat basis at the prices shown on our pricing page, and renew automatically for successive billing periods until cancelled. Free trials, where offered, convert to a paid plan at the end of the trial period unless you cancel before it ends. You authorize us and our payment processor to charge your payment method for all fees due.

Fees are exclusive of taxes, which you are responsible for. Except where required by law, payments are non-refundable and we do not provide refunds or credits for partial periods, unused capacity, or downgrades. We may change our fees on notice; changes take effect at your next renewal. You may cancel at any time; cancellation stops future renewals but does not entitle you to a refund of amounts already paid.

4. Acceptable use

You agree not to, and not to permit any user to:

• use the Service in violation of any applicable law or third-party right, or to store or distribute unlawful, infringing, or malicious material;
• upload malware, or attempt to disrupt, degrade, overload, probe, or gain unauthorized access to the Service or its infrastructure;
• reverse engineer, resell, or provide the Service as a competing offering except to the extent this restriction is prohibited by law;
• exceed, circumvent, or interfere with any rate limits, quotas, or access controls; or
• use the Service to store content for which you do not hold the necessary rights and consents.

We may suspend or limit access to protect the Service, our other customers, or third parties, or where we reasonably believe these Terms have been breached.

5. Your Content

As between you and us, you retain all right, title, and interest in Your Content. You grant us a limited, non-exclusive, worldwide license to host, store, transmit, cache, encrypt, encode, and display Your Content solely as necessary to operate and provide the Service to you (for example, to generate previews on managed tiers, distribute blocks between your peers, and serve share links you create). This license ends when Your Content is deleted from the Service, subject to routine backups and standard retention windows.

You are solely responsible for Your Content and for having all rights, permissions, and consents needed to store and process it through the Service.

6. Data, availability, and backup - your responsibility

Swarmfile is not a backup service, an archive of record, or a system of record, and must not be relied on as your only copy of any data. While we take reasonable technical measures to protect data (including content-addressed integrity checks, erasure coding, and versioned history), no storage or transmission system is infallible. You are solely responsible for independently maintaining current, separate backups of Your Content.

To the maximum extent permitted by law, we are not liable for, and you assume all risk of, any loss, corruption, deletion, inability to access, or unavailability of Your Content or any other data, however caused - including hardware or software failure, network or peer failure, service outage or discontinuation, act or omission of any third-party provider, operator error, security incident, force majeure, or the operation of retention, trash, garbage-collection, or automated-safety features (such as quarantine). Version history, soft-delete, and trash-retention windows are convenience features, not a guarantee of recoverability.

The Service and its availability are provided on an “as available” basis. Unless a separate written service-level agreement is in place, we do not warrant that the Service will be uninterrupted, timely, or error-free, and we may modify, suspend, or discontinue any part of the Service at any time.

7. Encryption tiers and recovery keys

Where you enable the End-to-End Tier, your content keys are never available to us in plaintext. This means that if you lose your organization recovery key and your members’ device keys, we cannot recover, reset, decrypt, or restore your content, and it will be permanently unrecoverable. You accept sole responsibility for the safekeeping of recovery keys, and we have no liability for content that becomes inaccessible as a result of lost, deleted, or mismanaged keys. This trade-off is inherent to end-to-end encryption and is not a defect in the Service.

8. Third-party services

The Service relies on third-party infrastructure and payment providers, and may interoperate with third-party software you choose to use (such as identity providers or applications that open files on your mount). We are not responsible for third-party services, and your use of them is governed by their own terms.

9. Intellectual property

The Service, including all software, documentation, designs, and trademarks, is and remains our property or that of our licensors, and is protected by intellectual-property laws. Except for the limited right to use the Service under these Terms, no rights are granted to you. Any feedback you provide may be used by us without restriction or obligation.

10. Term and termination

These Terms apply for as long as you use the Service. You may stop using the Service and close your Account at any time. We may suspend or terminate your access, with or without notice, if you breach these Terms, fail to pay fees, or where we reasonably consider it necessary. On termination, your right to use the Service ends, and Your Content may be deleted after any applicable retention window. You should export any data you wish to keep before terminating. Provisions that by their nature should survive termination (including Sections 5-6 and 11-13) survive.

11. Disclaimer of warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICE WILL BE SECURE, UNINTERRUPTED, OR THAT DATA WILL NOT BE LOST OR CORRUPTED.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL SWARMFILE, ITS AFFILIATES, OR ITS SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF OR DAMAGE TO DATA OR CONTENT, LOSS OF PROFITS, REVENUE, GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100).

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities, so some of the above may not apply to you. Nothing in these Terms excludes liability that cannot lawfully be excluded.

13. Indemnification

You will defend, indemnify, and hold harmless Swarmfile and its affiliates from and against any claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to Your Content, your use of the Service, or your breach of these Terms.

14. Changes to these Terms

We may update these Terms from time to time. When we do, we will revise the “Last updated” date above, and material changes will be notified by reasonable means. Your continued use of the Service after changes take effect constitutes acceptance of the revised Terms.

15. Governing law and disputes

These Terms are governed by the laws of the jurisdiction in which Swarmfile is established, without regard to conflict-of-laws rules, and the courts of that jurisdiction will have exclusive jurisdiction over any dispute, except that either party may seek injunctive relief in any court of competent jurisdiction.

16. General

These Terms, together with any order or plan you subscribe to and any separate written agreement between us, are the entire agreement between you and us regarding the Service. If any provision is found unenforceable, the remaining provisions remain in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets.

17. Contact

Questions about these Terms? Contact us.