Terms of Service

These Terms of Service (“Terms”) form a legally binding agreement between you (“you,” “your,” “User,” or “Customer”) and Steppod, LLC, a Delaware limited liability company doing business as Meshive (“Meshive,” “we,” “us,” or “our”), concerning your access to and use of meshive.ai and any related websites, consoles, dashboards, command-line tools, SDKs, APIs, gateways, GPU and CPU compute, serverless inference, storage, deployment, workspace features, support channels, and other products or services that link to these Terms (collectively, the “Services”).

By accessing or using the Services, creating an account, clicking to accept, or otherwise using the Services, you agree to be bound by these Terms. If you do not agree, you must not access or use the Services.

1. Definitions

• “Compute Service” means on-demand access to GPU and CPU compute resources that you provision and run as instances (containerized workloads orchestrated on the Meshive platform).
• “Serverless Service” means the OpenAI-compatible inference gateway and related model-serving, request, artifact, and webhook features through which you deploy and call AI models without managing individual instances.
• “Host” means a User who lists, connects, or otherwise makes their own hardware available as capacity on the Meshive platform in exchange for earnings.
• “Capacity” means the underlying GPU/CPU resources used to fulfill workloads, which may be operated by Meshive or by Hosts.
• “Credits” means the prepaid balance, denominated in U.S. dollars, used to pay for metered usage of the Services.
• “Instance” means a compute workload (and its associated ephemeral and persistent storage) that you create through the Compute Service.
• “User Content” means any data, files, models, model weights, datasets, container images, code, prompts, inputs, outputs, configurations, or other materials that you or your authorized users upload to, store on, generate through, or process using the Services.
• “Workspace” means a tenancy (account, team, or project) under which resources, Credits, billing, and access are organized.

2. Eligibility

You may use the Services only if you:

• are legally capable of forming a binding contract;
• are not barred from using the Services under any applicable law (including export-control and sanctions laws — see Section 19); and
• are at least 18 years old.

If you use the Services on behalf of an organization, you represent that you are authorized to bind that organization to these Terms, and “you” includes that organization.

3. About Meshive

Meshive is a global GPU-as-a-Service (GPUaaS) platform that provides access to cloud-based GPU/CPU compute, AI model serving, storage, deployment, workspace functionality, and related features. The Services include a Compute Service and a Serverless Service, and operate as a marketplace in which Capacity may be supplied by Meshive and by Hosts.

4. Accounts, Authentication, and Security

To use most features you must create an account. Meshive supports sign-in via email and password and via Google login. You agree to provide accurate, current, and complete information and to keep it up to date. You are responsible for safeguarding your credentials and for all activity under your account, including activity by your team members and through your API keys, SSH keys, and command-line/SDK credentials.

• API keys and tokens. The Services issue API keys and per-Workspace inference keys. Plaintext keys are shown only once at creation; we store only a hash and cannot recover the plaintext for you. You are responsible for keeping keys confidential and for rotating or revoking compromised keys.
• SSH access. Where the Compute Service provides SSH or similar direct access to Instances, you are responsible for the keys and sessions you use.

Notify us immediately at [email protected] if you suspect any unauthorized access. We may require email verification and may suspend accounts pending verification.

5. Workspaces and Teams

The Services offer Workspace, team, and collaboration features. If you create, join, or use a Workspace, you understand that account information, usage, resources, Credits, billing data, activity, and User Content metadata may be visible to and controllable by the Workspace owner, billing member, administrators, and authorized collaborators as part of normal functionality.

You are responsible for managing Workspace membership and permissions appropriately. Billing for a Workspace may be the responsibility of a designated billing member, and charges incurred by the Workspace are drawn from that billing account’s Credits.

6. Fees, Billing, and Payments

Pay-as-you-go. The Services are primarily metered and billed on a pay-as-you-go basis. Compute usage is charged according to the resources you provision (for example, GPU type and count, CPU, memory, and storage) at the per-hour rates displayed at the time of use, metered by the actual time your resources are in a running/billable state, and deducted from your Credits. Serverless usage is charged based on consumption (for example, GPU-time for model serving and per-request costs for asynchronous generation) as displayed through the Services.

Credits. You pre-purchase Credits, which are deducted as you consume the Services. Credits are denominated in U.S. dollars. A minimum top-up amount applies to credit purchases. Your current balance, usage, and charge history are available in the console.

Payment processor. All card payments and payouts are processed by Stripe. By purchasing paid Services you authorize us and Stripe to charge your selected payment method for all amounts due. We do not store full card numbers; we retain only payment-method metadata (such as card brand and last four digits) and tokenized references provided by Stripe. Your use of Stripe is also subject to Stripe’s terms and privacy policy.

Auto-recharge. You may enable automatic recharge, under which we will charge your default payment method by a preset amount when your balance falls below a threshold you set. You may disable auto-recharge at any time and are responsible for charges resulting from auto-recharge while it is enabled.

Taxes. Fees are stated exclusive of taxes. You are responsible for all applicable sales, use, VAT, GST, withholding, and other taxes and governmental charges, excluding taxes based on Meshive’s net income.

Failed payments. If a payment fails, is reversed, or your account becomes past due, we may suspend or terminate paid Services, stop running workloads, and pursue collection of amounts owed. Initiating a chargeback for legitimate, authorized charges is a breach of these Terms.

7. Credits, Promotions, and Expiration

Unless expressly stated otherwise by Meshive, purchased (paid) Credits do not expire.

We may, at our discretion, grant promotional Credits, sign-up bonuses, referral rewards, free usage, discounts, or trials. Unless the applicable offer states otherwise, promotional Credits:

• have no cash value and are non-refundable and non-transferable;
• expire on the date associated with the grant;
• may be applied before or after paid Credits as we determine; and
• may be revoked if we suspect abuse, fraud, multiple or duplicate accounts, or violation of these Terms.

To prevent abuse, we may retain a record that a bonus or referral reward was granted to an email address even after account deletion, and may decline to re-grant it. We may modify, suspend, or discontinue any promotional or referral program at any time.

8. Credit Depletion, Suspension, and Automatic Data Deletion

This Section is important. Please read it carefully.

The Services are prepaid. If your Credit balance is exhausted, the following automated lifecycle applies to the Compute Service:

• Low-balance and depletion notices. We attempt to notify the billing account by email as the balance runs low and when it reaches zero. Notices are a courtesy and are not guaranteed to be delivered or received; you remain responsible for monitoring your balance.
• Immediate stop on depletion. When your billing balance reaches zero, your running Instances and workloads are automatically stopped. Stopping an Instance discards its ephemeral / root storage (see Section 11).
• Grace period for persistent storage. Persistent volumes associated with stopped workloads are retained for a limited grace period of approximately seven (7) days after depletion. We attempt to send a deletion-warning email at approximately three (3) days into this period.
• Permanent deletion. If the balance remains at zero past the grace period (approximately seven (7) days), the associated persistent volumes and remaining resources are permanently deleted and cannot be recovered.
• Recovery before deletion. If you add sufficient Credits before the grace period ends, stopped workloads may be eligible to resume.

Asset storage (Asset Hub)

Files you store in Meshive-managed asset storage (uploads, harvested Pod outputs, and other assets) are billed from the first byte and are subject to a similar unpaid-balance lifecycle:

• Grace period. After your balance is depleted, assets remain fully usable for a limited grace period while we attempt to notify you. Storage charges continue to accrue during and after this period (your balance may go negative).
• Usage lock. Past the grace period, using assets on the platform (attaching to workloads, uploading new files or versions, and content previews) is locked. Downloading, exporting to your own connected storage, and deleting your assets remains available so your data is never held hostage, and export limits that otherwise apply to unpaid accounts are lifted once permanent deletion has been scheduled. Retrieval of your own data is preserved; features that publish or transmit content to third-party services on your behalf (for example, uploading to an external model hub) are not, and remain unavailable until the balance is settled.
• Permanent deletion. If the outstanding balance is not settled by the final deadline communicated in our notices, assets in Meshive-managed storage are permanently deleted and cannot be recovered. Assets registered from your own connected storage are not deleted by this process.
• Recovery. Settling the outstanding balance in full (including any negative balance) before deletion is executed immediately restores full access. Payment after deletion restores your account standing but does not recover deleted data.

These intervals are operational defaults and may change; current behavior is surfaced in the console and in our notices. You are solely responsible for adding Credits in time and for maintaining your own backups (Section 11). Meshive is not liable for any loss of data or workloads resulting from credit depletion, suspension, stopping, or the automated deletion described above.

9. Refund Policy

Except where required by applicable law, all payments and Credit purchases are non-refundable, and Credits are not redeemable for cash. We may, in our reasonable discretion, review and issue a refund or Credit adjustment in limited cases of accidental or duplicate charges, subject to verification. We do not provide refunds for unused Credits, for usage already incurred, for workloads affected by your own configuration, for suspensions or terminations resulting from your breach, or for service interruptions, capacity unavailability, or hardware faults.

10. Acceptable Use Policy (AUP)

You may use the Services only in compliance with these Terms and all applicable laws. You may not, and may not permit anyone else (including your end users) to, use the Services or any GPU/compute resources to:

• engage in or facilitate attacks or intrusions — including denial-of-service (DoS) or distributed denial-of-service (DDoS) attacks, port scanning, unauthorized penetration testing, intrusion, credential stuffing or brute-forcing, exploitation of vulnerabilities, or any unauthorized access to systems, networks, devices, accounts, or data;
• develop, host, or distribute malware — viruses, worms, ransomware, rootkits, botnets, command-and-control infrastructure, spyware, or other malicious code;
• conduct unauthorized cryptocurrency mining or similar resource-abusive proof-of-work activity, unless expressly authorized by Meshive in writing;
• train, fine-tune, generate, or deploy AI/ML models or outputs for malicious or unlawful purposes — including to facilitate fraud, phishing, malware generation, unlawful surveillance, non-consensual intimate imagery, harassment, or other harm to others;
• produce, store, or distribute child sexual abuse material (CSAM) or any content that sexually exploits or endangers minors (we apply automated safety/abuse filtering, including NSFW/CSAM detection, to certain Serverless workloads by default, and we cooperate with law enforcement and report CSAM as required by law);
• infringe intellectual property, misappropriate trade secrets, or violate privacy, publicity, or data-protection rights;
• send spam or unsolicited bulk communications, or operate open relays/proxies for abuse;
• circumvent rate limits, quotas, metering, billing, isolation, security controls, or usage restrictions, or interfere with, disrupt, degrade, or overload the Services or the underlying Capacity, including other tenants’ workloads;
• violate export-control or sanctions laws, or use the Services for prohibited end-uses (Section 19); or
• use the Services in any manner that violates applicable law or that creates liability for Meshive or our Hosts.

This AUP applies equally to content you store on the Services — including files, datasets, models, and other assets kept in Meshive-managed storage. You may not use Meshive storage to host, share, or distribute content that violates this Section or applicable law. It applies in the same way to content you bring in through the Services from third-party sources, and to content you transmit out of the Services to third parties using features we provide (Section 17).

Enforcement. We may investigate suspected violations and, where we reasonably believe a violation has occurred or that there is a risk to the Services, other users, Hosts, or third parties, we may suspend, throttle, or forcibly terminate affected workloads, Instances, deployments, API keys, or accounts without prior notice, freeze affected stored content (see below), preserve relevant information, and cooperate with law enforcement. Termination for AUP violations may result in immediate and permanent loss of your data and workloads and does not entitle you to a refund.

Reporting abuse; content freezes

Anyone may report content or activity they believe violates this AUP or applicable law — through the in-product "Report" action where available, or by emailing [email protected] with enough detail for us to locate the content. We review reports but do not commit to specific response times, and we may not provide individual feedback on the outcome of a report. Knowingly submitting false or abusive reports is itself a violation of this AUP.

While a report or investigation is pending, we may freeze the affected stored content. While frozen, the owner cannot use, download, export, modify, or delete the content; this preserves it for review and prevents further distribution. Frozen content is exempt from automated deletion processes (including the unpaid-balance deletion in Section 8) for the duration of the freeze, and storage charges may continue to accrue. We lift the freeze if the review finds no violation; otherwise we may remove the content, suspend or terminate the account (Section 23), and, where appropriate, notify or cooperate with law enforcement. We may retain frozen or removed content as reasonably necessary for legal compliance, evidence preservation, or protection of Meshive and third parties, notwithstanding a deletion request.

11. Ephemeral Data, Storage, and Backups — Disclaimer

The Compute Service is, by design, ephemeral. Treat all Instance storage as temporary.

• Ephemeral / root storage. Data written to an Instance’s root or ephemeral storage exists only for the life of that Instance. When an Instance is stopped, terminated, rescheduled, migrated, interrupted, or fails, its ephemeral/root storage — including any model weights, datasets, checkpoints, or other data stored there — is destroyed and is not recoverable.
• Persistent volumes. Persistent volumes survive an Instance stop but are subject to the credit-depletion deletion lifecycle in Section 8, to deletion when you delete them, and to the realities of the hardware on which they reside.
• Capacity is shared and heterogeneous. Capacity may be on-demand, interruptible, or preemptible, and may be operated by Meshive or supplied by Hosts. Interruptible, preemptible, and Host-supplied Capacity may be reclaimed or become unavailable at any time, with little or no notice, resulting in workload interruption and loss of ephemeral data.
• Managed output storage. For certain Serverless outputs (artifacts), Meshive-managed storage retains results only for a limited default retention period (for example, approximately ten (10) days), after which they are automatically deleted. You may instead direct outputs to your own connected storage (for example, Amazon S3, Cloudflare R2, or Google Cloud Storage); we do not delete content from your own buckets, and you bear the cost and responsibility for them.
• Your responsibility to back up. You are solely responsible for maintaining your own independent backups of any data, models, or outputs you care about. Meshive does not guarantee that any data, workload, volume, snapshot, or output will be preserved, available, complete, or free from loss or corruption, and Meshive has no liability for loss of, or inability to recover, your data.

12. Host Terms (Capacity Providers)

If you participate as a Host by making your hardware available as Capacity, the following additional terms apply to that activity:

• Your hardware and environment. You are solely responsible for your machines, power, network, security, lawful operation, and any third-party rights or agreements affecting them. You represent that you have the right to provide the Capacity.
• Earnings and payouts. Eligible earnings for Capacity you provide are calculated and settled by Meshive and paid out through Stripe Connect. You must complete Stripe Connect onboarding (including identity and payout details required by Stripe and applicable law) to receive payouts. Earnings, settlement timing, fees, minimum payout thresholds, and platform commissions are as described in the console and may change.
• Customer workloads. Customer workloads running on your Capacity are User Content of the relevant Customer. You must not access, copy, tamper with, or interfere with Customer workloads or data, except as strictly necessary to operate your hardware and as permitted by Meshive.
• Availability and conduct. You must meet the availability, performance, and integrity expectations communicated by Meshive. Disconnecting, interfering with, or failing to maintain Capacity while Customer workloads are running may result in forced termination of affected workloads, withholding or reversal of earnings, suspension, or temporary or permanent blacklisting from registering further machines.
• Taxes. You are responsible for reporting and paying all taxes on your earnings.
• Independent parties. Hosts are independent and are not employees, agents, partners, or joint venturers of Meshive.

13. Serverless Service — Additional Terms

• OpenAI-compatible API. The Serverless Service exposes OpenAI-compatible endpoints. Unsupported request fields may be ignored. You are responsible for your API usage, keys, rate limits, and the lawful content of your requests and outputs.
• Model registration. When you register custom models (for example, from a third-party model hub such as Hugging Face), you represent that you have the necessary rights and licenses to use, deploy, and run those models and their weights, and that doing so complies with the model’s license and applicable law. You are responsible for any access tokens you provide for gated models.
• Webhooks. Webhook deliveries are signed so you can verify authenticity; you are responsible for validating signatures and securing your endpoints. We block delivery to private/internal network ranges.
• Content handling and moderation. To operate the Serverless Service, your inputs and outputs are processed by the gateway and may be transiently stored for request tracking, delivery, debugging, and artifact retention as described in our Privacy Policy. We may apply automated safety/abuse filtering and may refuse, block, or terminate requests or deployments that violate the AUP or applicable law.
• Pricing model. You do not select specific GPUs; you set price caps and replica bounds, and the platform assigns Capacity within your cap. Pricing is presented in the console and applies regardless of how the underlying Capacity is provisioned.

14. User Content and License

As between you and Meshive, and subject to the limited license below, you retain all rights to your User Content. You grant Meshive a limited, non-exclusive, worldwide, royalty-free license to host, store, transmit, cache, copy, process, display, and execute your User Content solely as necessary to provide, secure, maintain, and support the Services, to enable the functionality you request, and to comply with law. We do not sell your User Content, and we do not use your User Content to train Meshive’s or any third party’s AI/ML models (see the Privacy Policy for details).

You represent and warrant that you have all rights necessary to submit and process your User Content through the Services and that your User Content and use do not violate these Terms or any law. You are solely responsible for your User Content, workloads, deployments, and backups.

15. Intellectual Property

The Services, including all software, designs, interfaces, documentation, text, graphics, trademarks, logos, and other materials provided by Meshive, are owned by Meshive or its licensors and are protected by law. Except for the limited rights expressly granted in these Terms, no rights are granted by implication, estoppel, or otherwise. You may not copy, modify, distribute, sell, lease, sublicense, reverse engineer, decompile, or disassemble any part of the Services except to the extent that restriction is prohibited by law. “Meshive,” “Steppod,” and related names and logos are trademarks of Steppod, LLC and may not be used without our prior written permission.

16. Feedback

If you provide suggestions, ideas, or other feedback about the Services (“Feedback”), you grant Meshive a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, fully paid-up license to use and exploit the Feedback for any purpose without restriction or compensation to you.

17. Third-Party Services

The Services integrate with and depend on third-party products and services, including, without limitation, payment and payout processing (Stripe), authentication and analytics (Google), and cloud infrastructure, storage, networking, and email providers. We are not responsible for third-party services, and your use of them may be subject to their separate terms and privacy policies. Third-party model and dataset licenses are your responsibility.

Models we provide

Some models are made available through Meshive’s catalog rather than registered by you. Those models remain subject to their own licenses, which may impose additional restrictions — including limits on commercial use, on where the model and its outputs may be used, and on using outputs to train other models. The applicable license is shown before you attach a model, and by using it you agree to comply with that license. We may restrict or remove access to a model where required by its license.

Connected external services (model hubs and your own storage)

The Services include features that move data between Meshive and external services you connect — for example, importing model weights or datasets from a third-party model hub or marketplace (such as Hugging Face or CivitAI), publishing an asset to such a hub, and reading from or writing to an object-storage bucket you own. These features operate with credentials you supply and on the accounts those credentials belong to.

• You act; we transport. When you initiate an import or a publication, Meshive performs the transfer at your direction, using your access token or API key, against your account at the external service, and within the source's applicable rate limits. Meshive is a technical intermediary and is not the publisher, distributor, or licensor of the content moved. As between you and Meshive, you are the party accessing and, where applicable, redistributing that content.
• Licenses and terms are yours to satisfy. You represent that you have the rights and licenses required to download, copy, store, use, and (where you choose to publish) redistribute the content, and that doing so complies with the source’s terms of service, acceptable-use rules, and any model, dataset, or content license — including gated, non-commercial, research-only, attribution, and content-restriction terms. Meshive does not verify licenses or entitlements on your behalf and does not block publication on license grounds; if a publication is not permitted, it is yours to prevent.
• Access credentials. Tokens and API keys you connect are used only to carry out the operations you request. You are responsible for their scope and for revoking them when they should no longer be used. Providing a credential you are not authorized to use, or using one to obtain content you are not entitled to, is a violation of Section 10.
• Copies stored on Meshive. Content you import is stored as your own copy in Meshive-managed storage, is billed as storage, and is subject to Sections 8, 10, and 11 like any other asset. It is not shared with, or deduplicated across, other customers.
• Your own storage buckets. Where you register data that stays in your bucket — including registration of individual objects and of a prefix by reference — no copy is made and Meshive does not delete objects from your buckets, including under the automated deletion processes in Section 8. Availability, integrity, cost, egress, access control, and retention of your buckets are your responsibility, and an asset that references your bucket stops working if you move, delete, or revoke access to the underlying objects. Where you export data to your bucket, Meshive writes only to the destination you designate and does not manage the resulting objects.
• External services can change or fail. Availability, rate limits, pricing, and terms of external services are outside our control. An import, publication, or export may fail, be throttled, or be refused by the external service, and partial transfers can leave incomplete data at the destination. Section 18 (no SLA), Section 20 (disclaimers), and Section 21 (limitation of liability) apply.

18. Service Availability; No SLA; Beta Features

We may modify, update, suspend, or discontinue all or part of the Services at any time, and may impose or change limits on storage, usage, concurrency, API access, capacity, or other aspects, to the maximum extent permitted by law. We do not guarantee any particular uptime, availability, latency, throughput, GPU type, region, or capacity level. Unless we enter into a separate written service-level agreement with you, the Services are provided without any SLA, and any service-credit or uptime commitments are governed solely by such a separate agreement (if any). Features identified as alpha, beta, preview, or experimental are provided for evaluation, may be changed or withdrawn at any time, and may be less reliable.

19. Export Controls and Sanctions

The Services and GPU technology may be subject to U.S. and other export-control and economic-sanctions laws. You represent and warrant that you are not located in, organized under the laws of, or ordinarily resident in any country or region subject to comprehensive sanctions, and that you are not on any restricted-party or denied-persons list. You agree not to use, export, re-export, or provide access to the Services in violation of such laws, and not to use the Services for any prohibited end-use. We may suspend or terminate access to comply with these laws.

20. Disclaimers

THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MESHIVE AND STEPPOD, LLC DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT:

• THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE;
• ANY DATA, CONTENT, WORKLOAD, OR VOLUME WILL NOT BE LOST, DAMAGED, OR CORRUPTED;
• ANY PARTICULAR GPU, REGION, INSTANCE TYPE, OR CAPACITY WILL BE AVAILABLE; OR
• ANY DEFECTS WILL BE CORRECTED.

YOU USE THE SERVICES AT YOUR OWN RISK.

21. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MESHIVE, STEPPOD, LLC, AND THEIR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, HOSTS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, MODELS, GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THE SERVICES 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, THE TOTAL AGGREGATE LIABILITY OF MESHIVE FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF:

• THE TOTAL AMOUNT YOU ACTUALLY PAID TO MESHIVE FOR THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR
• ONE HUNDRED U.S. DOLLARS (US $100).

THE FOREGOING LIMITATIONS APPLY IN PARTICULAR, AND WITHOUT LIMITATION, TO ANY LOSS OF DATA, MODELS, OR WORKLOADS, INCLUDING LOSS RESULTING FROM INSTANCE TERMINATION, INTERRUPTION, CREDIT DEPLETION, AUTOMATED DELETION, HARDWARE FAILURE, OR CAPACITY UNAVAILABILITY. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

22. Indemnification

You will defend, indemnify, and hold harmless Meshive, Steppod, LLC, and their affiliates, officers, directors, employees, contractors, licensors, Hosts, and service providers from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• your use or misuse of the Services;
• your User Content, workloads, models, or outputs;
• your violation of these Terms (including the AUP) or applicable law (including export/sanctions and data-protection laws); or
• your infringement or violation of any third-party right.

We may assume the exclusive defense and control of any matter subject to indemnification, and you will cooperate with us.

23. Suspension and Termination

We may suspend or terminate your access to all or part of the Services at any time, with or without notice, if: you violate these Terms or the AUP; you fail to pay amounts due or your Credits are depleted; we suspect fraud, abuse, illegal activity, or a security risk; it is required by law or a governmental authority; or we discontinue the Services.

You may stop using the Services and request account deletion at any time, subject to our legal, billing, fraud-prevention, backup, audit, and compliance obligations. Upon suspension or termination, your workloads may be stopped and your data (including ephemeral and persistent storage) may be permanently deleted in accordance with Sections 8 and 11. Termination does not relieve you of payment obligations accrued before termination. Sections that by their nature should survive (including Sections 6, 9, 11, 14–17, 19–22, 24, and 25) survive termination.

24. Governing Law and Dispute Resolution

These Terms and any dispute arising out of or relating to them or the Services are governed by the laws of the State of Delaware, U.S.A., without regard to its conflict-of-laws rules. The state and federal courts located in Delaware will have exclusive jurisdiction, and you consent to personal jurisdiction and venue there. To the extent permitted by law, any dispute will be brought in your individual capacity and not as a plaintiff or class member in any class or representative proceeding.

25. Changes; Miscellaneous

We may modify these Terms from time to time. We will post the updated Terms and update the “Last Updated” date, and material changes may be communicated through the Services. Your continued use after the updated Terms become effective constitutes acceptance.

These Terms, together with the Privacy Policy and any policies or order forms that reference them, constitute the entire agreement between you and Meshive regarding the Services and supersede prior agreements on that subject, unless superseded by a separate signed agreement. If any provision is held 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 prior written consent; we may assign them in connection with a merger, acquisition, reorganization, or sale of assets. There are no third-party beneficiaries. Headings are for convenience only.

26. Contact Us

If you have questions about these Terms, please contact: