Middleware
Terms & Conditions

Agreement to Terms

Welcome to Middleware! These Terms of Service (“Terms”) are a legally binding agreement between you (“you,” “your,” or “Customer”) and Middleware (“Middleware,” “we,” “us,” or “our”). By accessing, registering for, or using any part of our Services, you acknowledge that you have read, understood, and agreed to be bound by these Terms, along with our Privacy Policy and Cookie Policy.

If you are using the Services on behalf of an organization or entity, you represent and warrant that you have the authority to bind that organization to these Terms. If you do not agree to these Terms, you may not access or use our Services.

Services Description

Middleware offers a suite of software services delivered via a cloud platform, including:

• Application Performance Monitoring (APM)
• Real-time observability and telemetry collection
• Infrastructure monitoring
• Log aggregation and analysis
• Alerting and automated incident response
• Integrations with third-party systems

Our Services are primarily designed for use by businesses, development teams, and Product teams for the purpose of optimizing performance, identifying issues, and ensuring application reliability.

Changes to These Terms

We reserve the right to modify these Terms at any time. If we make material changes, we will provide notice through our website or email. Your continued use of the Services after such notice constitutes your acceptance of the modified Terms. It is your responsibility to regularly check for updates.

Eligibility and Access

To use our Services, you must:

• Be at least 18 years of age
• Be legally able to enter into contracts
• Use the Services solely for business purposes

We reserve the right to refuse or terminate access to anyone for violations of these Terms or applicable laws.

Account Creation and Security

To access many features of the Services, you must register and create an account. You agree to:

• Provide true, current, and complete information
• Keep your account credentials secure
• Promptly update any information that has changed
• Notify us immediately if you suspect any unauthorized access

You are responsible for all activities conducted under your account.

License and Permitted Use

Subject to these Terms, Middleware grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for internal business purposes.

You may not:

• Reverse-engineer, copy, modify, or create derivative works of our Services
• Use the Services to violate laws or rights of others
• Interfere with or disrupt the functionality of the platform
• Use the Services in a way that could damage or overburden our infrastructure
• Resell, sublicense, or make the Services available to third parties without written permission

Customer Data and Content

A. Data Ownership

You retain ownership of all data, content, code, configurations, and other materials you upload or transmit to the Services (“Customer Data”). At any time, you may choose to stop syncing your data with the Services. Additionally, upon request and with appropriate consent, you may ask us to delete your Customer Data from our systems.

B. License to Use Data

You grant us a worldwide, limited license to host, use, process, transmit, and display Customer Data only as necessary to provide and improve the Services in accordance with our Privacy Policy.

C. Responsibility

You are solely responsible for the legality, accuracy, and integrity of Customer Data. You must ensure that your data does not violate any law or third-party rights.

Data Security and Privacy

We implement industry-leading security measures including:

• TLS encryption in transit
• Encryption at rest
• Access control policies
• SOC 2 and ISO 27001:2022 compliant practices
• Regular security audits and penetration testing

Billing and Payment Terms

A. Subscription Plans

Services are billed according to the selected plan (e.g., Free, Pay as you go, Enterprise). Pricing details are available at https://middleware.io/pricing.

B. Payment

You authorize us to charge your payment method on a recurring basis for subscription fees. You are responsible for all applicable taxes.

C. Refunds

Except where required by law, all fees are non-refundable.

D. Late Payments

Late payments may incur interest or service suspension. We reserve the right to send delinquent accounts to collections.

Free Trials and Beta Features

We may offer free trial periods or early access to beta features. These are provided “as-is”, without warranties, and may be modified or discontinued at any time. We reserve the right to limit eligibility and revoke access at our discretion.

Third-Party Services

Our Services may integrate with third-party tools (e.g., Slack, AWS, Google Cloud, Stripe). Use of third-party services is subject to their terms and policies. Middleware is not responsible for third-party functionality or data handling practices.

Confidentiality

Each party agrees to protect the other’s confidential information and not to disclose it to unauthorized parties. Confidential information includes non-public business, technical, or financial information.
This obligation continues for three (3) years after termination of the agreement.

Intellectual Property

All intellectual property rights in the Services, including software, branding, and documentation, belong to Middleware or its licensors. You may not use our trademarks or copyrights without our prior written consent.

Service Availability and Maintenance

While we strive for 99.9% uptime, we do not guarantee uninterrupted service. Planned maintenance or unforeseen outages may occur. We will make reasonable efforts to notify you in advance of major maintenance events.

Termination and Suspension

We may suspend or terminate your account:

• For breach of these Terms
• If required by law
• In the event of unpaid fees
• If we suspect any malicious activity then we will terminate services without any prior notice.

Upon termination, you must stop using the Services. We will retain your data for a limited period ( 30 Days) for export or recovery, after which it may be deleted.

You may terminate at any time by canceling your subscription written notice or contacting Middleware.

Warranties and Disclaimers

The Services are provided on an “AS IS” and “AS AVAILABLE” basis. Middleware makes no warranties, express or implied, including:

• That the Services will meet your needs
• That the Services will be error-free or uninterrupted
• That data will not be lost or corrupted

You assume all responsibility for your use of the Services.

Limitation of Liability

To the fullest extent permitted by applicable law:

(a) In no event shall Middleware, its affiliates, or their respective employees, contractors, agents, officers, or directors be liable for any indirect, punitive, incidental, special, consequential, or exemplary damages—including, without limitation, damages for business interruption, loss of profits, goodwill, use, data, or other intangible losses—arising out of or relating to the Site; and

(b) In no event shall Middleware’s total cumulative liability under these Terms exceed two hundred U.S. dollars (USD $200).

These exclusions and limitations apply regardless of whether the alleged liability is based on contract, tort, negligence, strict liability, or any other legal theory, and even if you have been advised of the possibility of such damages.

Indemnification

You agree to indemnify and hold harmless Middleware, its affiliates, employees, and agents from any claim or liability arising from:

• Your violation of these Terms
• Your use of the Services
• Any content or data you submit or transmit through the Services

Governing Law and Jurisdiction

These Terms shall be governed by the laws of [ USA ], without regard to conflict of law principles.
Any disputes shall be resolved exclusively in the courts of [San Francisco, California].

Digital Millennium Copyright Act (DMCA)

The Digital Millennium Copyright Act of 1998 (“DMCA”) provides a process for copyright owners who believe that material available online infringes their rights under U.S. copyright law.

If you believe that content hosted on or linked from the Site infringes your copyright, you (or your authorized agent) may submit a notification of claimed infringement to Middleware’s Copyright Agent. Your notice must include the following:

1. Identification of the copyrighted work claimed to have been infringed, or a representative list if multiple works are involved.
2. Identification of the allegedly infringing material, with information sufficient to allow Middleware to locate it on the Site (e.g., specific URL(s)).
3. Information sufficient for Middleware to contact you, such as your name, address, telephone number, and email address (if available).
4. The following statement: “I have a good faith belief that the use of the copyrighted material described above is not authorized by the copyright owner, its agent, or the law.”
5. The following statement: “I swear, under penalty of perjury, that the information in this notification is accurate and that I am the copyright owner or authorized to act on behalf of the copyright owner.”
6. Your physical or electronic signature.

Counter Notification

If you believe that your material was removed or access was disabled as a result of mistake or misidentification, you may file a counter-notification with Middleware’s Copyright Agent. The counter-notification must include:

1. A description of the material that was removed or disabled.
2. Information sufficient to allow Middleware to contact you, such as your name, address, telephone number, and email address (if available).
3. A statement that you consent to the jurisdiction of the Federal District Court for the judicial district where your address is located (or the Southern District of New York if you reside outside the United States), and that you will accept service of process from the person who submitted the original infringement notice or that person’s agent.
4. The following statement: “I swear, under penalty of perjury, that I have a good faith belief that the material identified above was removed or disabled due to a mistake or misidentification.”
5. Your physical or electronic signature.

Middleware reserves the right to terminate access to the Site for users who are repeat infringers or suspected infringers.

Force Majeure

Middleware is not liable for failure or delay in performance due to causes beyond our control, including but not limited to natural disasters, internet outages, labor strikes, or government orders.

Entire Agreement

These Terms, along with the Privacy Policy, Cookie Policy, and any applicable Service Level Agreements (SLAs), constitute the entire agreement between you and Middleware regarding use of the Services and supersede all prior agreements.

Miscellaneous

These Terms constitute the complete and exclusive agreement between you and Middleware with respect to the Services, and no other agreements, understandings, representations, or warranties shall be binding unless expressly stated in writing and signed by both parties. You may not assign, delegate, or transfer these Terms, whether voluntarily, by operation of law, or otherwise, without our prior written consent, and any attempted assignment without such consent shall be void and of no effect; however, Middleware may assign or transfer these Terms freely without restriction. If any provision of these Terms is determined to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect. No waiver of any term or condition shall be deemed a further or continuing waiver of such term or condition or of any other term, and any failure by Middleware to assert a right or enforce a provision under these Terms shall not constitute a waiver of such right or provision. All headings, section titles, and numbering in these Terms are for convenience only and have no legal or contractual effect. You agree that all communications, disclosures, and notices provided by Middleware electronically, whether by email, posting within the Services, or publication on our website, shall satisfy any legal requirement that such communications be in writing. The provisions of these Terms relating to confidentiality, intellectual property rights, indemnification, limitation of liability, payment obligations, warranties, disclaimers, and any other provisions that by their nature should reasonably survive termination shall continue in full force and effect notwithstanding termination or expiration of these Terms.