Terms of Service
These CDN.MN Terms of Service (the "Terms") are a binding agreement between NicNames, Inc., a Delaware corporation ("NicNames," "CDN.MN," "we," "us," or "our"), and the person or legal entity that accesses or uses the Service ("Customer," "you," or "your").
CDN.MN is a product of:
NicNames, Inc. 131 Continental Drive, Suite 301 Newark, Delaware 19713 United States Telephone: +1 (302) 883-8888
By creating an Account, clicking to accept these Terms, approving an Agent to act for you, purchasing or activating a paid Service, or otherwise using the Service, you agree to these Terms. If you use the Service for a company, client, or other organization, you represent that you have authority to bind that organization, and "you" includes that organization.
If you do not agree to these Terms, do not create an Account or use the Service.
1. Definitions
Account means the user account through which you access or administer the Service.
Agent means an artificial-intelligence agent, coding agent, automated application, service account, script, integration, command-line client, software development kit, or other automated system that acts or attempts to act for a user or Customer.
Authorized User means an individual or Agent that Customer authorizes to access an Account, Workspace, Site, or other Customer resource.
Customer Content means images, files, media, URLs, paths, source material, configuration, repository content, instructions, prompts, logs, data, and other content or information submitted to, fetched by, processed by, cached by, stored by, or delivered through the Service at Customer's direction.
Documentation means the product, technical, billing, security, agent, and usage documentation that we publish for the Service.
Origin means a website, server, storage location, hostname, application, or other source from which CDN.MN is instructed to retrieve Customer Content.
Order means an order form, online checkout, statement of work, or other ordering document accepted by NicNames that identifies a paid Service.
Service means the CDN.MN websites, Account dashboard, website analyzer, image optimization and delivery service, generated delivery hostnames, APIs, MCP tools, auth.md registration, OpenAPI description, command-line tools, software development kits, Agent workflows, analytics, billing functions, and other CDN.MN features that NicNames makes available.
Site means a configured CDN.MN delivery project within a Workspace, including its Origin, generated hostname, settings, analytics, Agents, and related configuration.
Workspace means the organizational container in the Service that contains one or more Sites, Authorized Users, Agents, billing settings, credits, and related resources.
2. Eligibility, business use, and authority
You may use the Service only if:
- you are at least eighteen years old and legally capable of entering a binding contract;
- your use is for business, professional, organizational, or commercial purposes;
- your use is permitted by applicable law; and
- if you act for an entity or client, you have authority to bind and instruct that entity or client.
The Service is not directed to children or intended for personal consumer cloud storage.
You may not use the Service if you are prohibited from receiving it under applicable sanctions or export-control laws or if we previously terminated your use for abuse and have not authorized your return.
3. Accounts and authentication
3.1 Accurate information
You must provide accurate, complete, and current Account, billing, tax, and contact information and keep it updated.
3.2 Passwordless sign-in
CDN.MN currently authenticates human users through one-time email codes. A code expires after ten minutes, is single-use, and is subject to attempt and resend limits. You are responsible for securing the email account used to receive the code.
3.3 Sessions
Human sessions are server-side and revocable. Unless ended earlier, a session expires after seven days of inactivity and is subject to a thirty-day absolute lifetime. Session rules may change prospectively for security reasons, and current settings will be described in our Cookie Notice or Documentation.
3.4 Account security
You are responsible for:
- maintaining control of your email account, devices, sessions, integrations, credentials, and recovery methods;
- assigning only necessary permissions;
- reviewing users, Agents, tokens, approvals, and audit activity;
- revoking access that is no longer required;
- securing Origin, DNS, repository, deployment, and payment-provider accounts; and
- notifying us promptly at security@cdn.mn if you suspect compromise.
Except to the extent caused by our breach of these Terms, you are responsible for activity performed through valid Account sessions, credentials, or authorizations until access is revoked or we receive and can act on notice of compromise.
3.5 Separate user access
An individual login may not be shared among multiple people. When team functionality is available, organizations must use separate Authorized User accounts and appropriate Workspace roles.
4. Service description
4.1 Pull-through image delivery
CDN.MN is a pull-through image optimization and delivery service. When an eligible request is made through an active CDN.MN delivery hostname, the Service may retrieve the corresponding source image from a verified Origin, validate and optimize it, create one or more variants, cache the result, and deliver it through a global edge network.
The currently supported input formats, transformation parameters, output behavior, limits, cache behavior, and error responses are stated in the Documentation.
4.2 Generated hostnames
An activated Site may receive a generated cdn.mn hostname. The hostname remains a NicNames-controlled service address and does not transfer ownership or registration rights to Customer. We may replace or retire a generated hostname for security, technical, legal, or operational reasons, using reasonable efforts to provide advance notice where practicable.
4.3 Custom domains
If custom-domain functionality is made available under your plan, you may connect an authorized customer-controlled hostname. Custom-domain availability, verification, managed certificate behavior, and limits are governed by the applicable plan and Documentation.
4.4 Website analyzer
The website analyzer retrieves publicly reachable pages or images submitted by a user or Agent and produces technical findings, measurements, estimates, or optimized previews.
Analyzer output may be incomplete. Results can vary because of content changes, location, browser capability, cache state, Origin behavior, rendering behavior, and configuration. Unless expressly labeled as a production measurement, a result is an estimate and is not a guarantee of performance, cost savings, Core Web Vitals, search ranking, revenue, or conversion improvement.
You may submit a URL only if you own or administer it, have authorization to analyze it, or are otherwise legally permitted to request the analysis. You may not use the analyzer for unauthorized security testing, internal-network discovery, excessive crawling, or circumvention of access controls.
4.5 Preview and evaluation functions
A preview, sample, free credit, trial, or evaluation function may be temporary, rate-limited, unavailable without notice, and unsuitable for production use unless we expressly state otherwise.
4.6 APIs, MCP, CLI, SDK, and integrations
We may expose machine-readable or programmatic interfaces. You must use them according to their Documentation, authentication requirements, scopes, rate limits, and versioning rules.
A client must not assume that a tool has authority beyond the scope shown in its credential and response. A dry-run response is informational and does not authorize or complete a production action.
4.7 Third-party services
The Service may interoperate with infrastructure, payment, email, DNS, repository, deployment, identity, Agent, and other third-party services. Your use of a third-party service is governed by that provider's terms. NicNames is not responsible for a third-party service that it does not control.
5. Origins, domains, and Customer authority
5.1 Required rights
You may configure only an Origin, domain, hostname, repository, account, or system that you own, control, administer, or are authorized to use.
You represent and warrant that you have all rights, licenses, permissions, notices, and authority required to:
- permit CDN.MN to retrieve Customer Content from each Origin;
- transform, reproduce, cache, transmit, and deliver Customer Content;
- connect each domain and hostname;
- authorize each Agent and integration; and
- comply with applicable law and third-party rights.
5.2 Verification
We may require DNS, HTTP-file, Account, or other verification before activating an Origin or hostname. Verification shows technical control or authorization at the time checked; it does not establish intellectual-property ownership or legal rights in all content reachable at the Origin.
We may reverify an Origin or domain and may suspend delivery if verification lapses, ownership changes, or a security or abuse risk arises.
5.3 Origin availability
You are responsible for keeping the Origin available, correctly configured, and legally authorized. Origin failures, blocking, timeouts, malformed responses, and content changes may affect CDN delivery.
5.4 Public URLs and secrets
Do not place passwords, private keys, bearer tokens, payment data, personal identifiers, health information, or other secrets in public asset paths or query strings. CDN request and operational logs may record URLs and related request metadata.
6. Customer Content
6.1 Ownership
As between you and NicNames, you retain ownership of Customer Content. NicNames does not acquire ownership merely by processing or delivering it.
6.2 Limited license
You grant NicNames and its subprocessors a worldwide, nonexclusive, limited license to access, retrieve, copy, validate, scan, host, process, transform, resize, crop, compress, optimize, encode, cache, store, reproduce, transmit, display, and deliver Customer Content solely as reasonably necessary to:
- provide and secure the Service;
- follow your configuration and instructions;
- calculate usage and billing;
- diagnose errors and provide support;
- detect and prevent abuse, fraud, and security threats;
- comply with law; and
- enforce these Terms and the Acceptable Use Policy.
The license ends when the applicable Customer Content is removed from active systems, subject to cache expiry, backup rotation, legal retention, security records, abuse evidence, and reasonable deletion propagation.
6.3 Customer responsibility
You are responsible for Customer Content, including its legality, accuracy, licensing, collection, privacy notices, and use.
6.4 No backup service
The Service is not a backup, archival, or sole-storage service. You must retain original Customer Content and configuration and maintain a tested fallback and rollback process.
6.5 Cache invalidation
You are responsible for versioning URLs or using available purge controls when source content changes. Purge and deletion may require reasonable propagation through edge locations and internal systems.
7. Agents and automated access
7.1 Agent authorization
You may authorize an Agent using supported registration, claim, token, API, MCP, CLI, SDK, or integration mechanisms.
You are responsible for selecting the Agent, reviewing its requested scopes, understanding the proposed action, and revoking it when no longer needed.
7.2 Claim and token lifetime
A pending user-claimed Agent registration currently expires after fifteen minutes. An issued Agent access token currently expires after twenty-four hours unless revoked earlier. Current values may be updated prospectively for security and will be stated in Documentation.
7.3 Scope and resource boundaries
Agent access may be limited by Workspace, Site, resource, scope, operation, approval policy, audience, token lifetime, and spending controls. An Agent may not attempt to exceed those limits.
7.4 Sensitive actions and approval
Certain actions may require separate approval, including:
- adding funds or changing a paid plan;
- increasing or enabling automatic charges;
- changing an Origin;
- activating production delivery;
- applying an integration;
- deleting a Site or Workspace;
- granting another Agent access; or
- another operation identified as sensitive.
Billing and spend actions always require the human approval required by the Service.
Where CDN.MN allows you to configure an Agent to act autonomously within a sensitive scope, you remain responsible for that authorization. The Service may still require approval for an operation where necessary for security, billing, law, or risk control.
7.5 Effect of approval
When you approve an Agent claim, scope, or operation through an authenticated CDN.MN interface, you instruct CDN.MN to permit or perform the approved action within the displayed resource, amount, duration, and conditions.
You must review proposed changes, warnings, expected cost, verification steps, and rollback information before approving.
7.6 Agent limitations
Agents and automated systems can make mistakes. NicNames does not warrant that an Agent will:
- understand your project or instructions correctly;
- identify every image or integration requirement;
- generate correct code;
- preserve application behavior;
- run all necessary tests;
- prevent an outage;
- calculate savings exactly; or
- complete an integration successfully.
You must independently review material code, DNS, Origin, security, billing, and production changes.
7.7 External repository and deployment authority
A CDN.MN token does not by itself authorize access to an external repository, DNS provider, or deployment platform. Those permissions are controlled by the applicable third-party provider and Customer authorization.
7.8 Credential protection
Agents must protect tokens and claim material, use documented interfaces, honor rate limits and approval gates, and preserve auditability. Tokens must not be committed to source control, embedded in public files, or passed through insecure command-line arguments when a safer secret mechanism is available.
8. Acceptable use
Your use of the Service is subject to the CDN.MN Acceptable Use Policy ("AUP"), which is incorporated into these Terms.
We may investigate suspected violations and may restrict, quarantine, remove, invalidate, block, suspend, or terminate affected content, requests, credentials, Agents, hostnames, Sites, Workspaces, or Accounts where reasonably necessary to:
- prevent or stop abuse;
- protect the Service or third parties;
- comply with law or legal process;
- address infringement;
- contain a security incident;
- prevent excessive resource use;
- enforce these Terms; or
- avoid material legal, reputational, financial, or operational risk.
Where reasonably practicable and lawful, we will provide notice and an opportunity to cure. We may act without prior notice when immediate action is reasonably necessary.
9. Plans, credits, usage, and fees
9.1 Pricing
Current plans, unit rates, included usage, limits, and features are published on the pricing page or an applicable Order.
Unless stated otherwise:
- fees are quoted in United States dollars;
- taxes are additional;
- plan fees are charged in advance;
- usage charges are deducted from available credit or charged as described at purchase; and
- our metering systems are the authoritative usage record, subject to correction of demonstrated error.
9.2 PAYG rates
The pricing page states the then-current PAYG rates. At the Effective Date, the standard PAYG rates are:
- $0.30 per GiB delivered, where one GiB is 1,073,741,824 bytes; and
- $0.0005 per successful image transformation, equal to 0.05 cents per transformation.
A transformation generally means creation of a previously uncached optimized variant. Cached delivery does not create another transformation charge, but delivered bytes remain billable. Purge, eviction, source change, settings-version change, or another event that causes a variant to be generated again may result in another transformation charge.
Failed requests that do not create an optimized variant are not intended to be billed as successful transformations. Delivery already performed may still count toward bandwidth.
If the pricing page conflicts with this Section because of a prospective rate change made under Section 9.12, the pricing page and notice of change control for usage after the effective date of that change.
9.3 Starting credits
A new eligible Workspace may receive:
- a one-time $5.00 signup credit; and
- a one-time additional $5.00 credit after the first payment method is successfully verified.
Promotional credits:
- have no cash value;
- are nonrefundable and nontransferable;
- may be limited to one per Customer, organization, payment method, domain, device, or household;
- may expire under the disclosed credit backstop;
- may not be sold or pooled among unrelated Customers; and
- may be reversed if obtained or used through fraud, automation abuse, duplicate Accounts, false information, or violation of these Terms.
9.4 PAYG credit backstop
The initial PAYG credit period ends when the available balance reaches zero or thirty days after Workspace creation, whichever occurs first, unless the Service displays another applicable period.
9.5 Credit exhaustion and grace period
When the PAYG balance reaches zero:
- new transformations are paused;
- eligible cached variants may continue serving;
- the owner is notified; and
- if the condition remains unresolved for thirty additional days, the affected Site may be suspended and delivery may return a not-found response.
The Service may use a narrower or immediate restriction where required for abuse, security, legal, or operational reasons.
9.6 Paid subscriptions
Growth and Business may be available through self-service checkout. Other plans or products may require an Order or written approval.
A subscription begins only after a verified payment event and renews automatically for successive monthly periods unless canceled before renewal.
9.7 Included usage
A paid plan may include a specified quantity of delivery and transformations. The pricing page and billing dashboard describe the applicable allowance and the action taken when it is exhausted.
Unless the pricing page expressly states an overage rate, exceeding an included allowance may pause new transformations or require an upgrade rather than generate metered overage.
Unused included usage does not roll over unless expressly stated.
9.8 Payment authorization
You authorize NicNames and its payment processor to charge the payment method associated with your Workspace for subscription fees, approved top-ups, taxes, and other charges authorized through your Account.
9.9 Auto-reload
If you enable auto-reload, you authorize us to charge the default payment method when the credit balance falls below your selected threshold and restore it toward your selected target.
At the Effective Date:
- the default threshold is $5.00;
- the default target is $10.00;
- the permitted target range is $5.00 to $500.00; and
- a charge under $1.00 is not created.
The interface will display the applicable amount before activation. You may disable auto-reload through the billing settings.
9.10 Taxes
Fees exclude sales, use, value-added, goods-and-services, withholding, and similar taxes unless stated otherwise. You are responsible for applicable taxes, excluding taxes based on NicNames' net income.
9.11 Billing disputes
You must notify support@cdn.mn with subject "Billing Dispute" within thirty days after the disputed charge or invoice. Include the Workspace, charge, amount, date, and reason. To the extent permitted by law, you waive disputes not raised within that period.
9.12 Pricing changes
We may change rates, plan prices, included usage, or commercial terms prospectively. We will provide reasonable advance notice of a material increase affecting an active paid subscription. A rate change does not retroactively reprice usage already recorded under the prior rate.
If you do not agree to a material subscription change, you may cancel before it takes effect.
9.13 Refunds
Except where required by law or expressly stated in an Order:
- subscription fees, prepaid credit, usage charges, promotional credits, and top-ups are nonrefundable; and
- cancellation stops future renewal but does not refund the current period.
We may issue a credit or refund in our discretion. Doing so once does not create an ongoing obligation.
10. Renewal, cancellation, and account closure
10.1 Online cancellation
A subscription purchased online may be canceled through the billing portal or Account interface. If the online cancellation function is unavailable, email support@cdn.mn from the Account email with subject "Cancel CDN.MN Subscription."
Cancellation becomes effective at the end of the current paid period unless the interface states otherwise.
10.2 Effect of subscription cancellation
At the end of the paid period, the Workspace may return to PAYG subject to current PAYG eligibility and limits. Paid-only features may be disabled, and Customer must ensure that delivery remains within the resulting entitlement.
10.3 Account and Workspace closure
Where self-service closure is available, an owner may request it through the Account. Otherwise, email privacy@cdn.mn or support@cdn.mn.
Before final closure, you must:
- cancel active subscriptions;
- remove production DNS and application references;
- export required configuration and records;
- revoke Agents and integrations; and
- preserve original Customer Content.
Closure may unpublish hostnames, stop delivery, delete cached variants, revoke sessions and tokens, and schedule Customer data for deletion. Billing, tax, security, abuse, audit, and legal records may be retained as described in the Privacy Policy and Data Retention Schedule.
11. Suspension
We may suspend or restrict the Service where reasonably necessary because:
- payment fails or credit is exhausted;
- usage exceeds a documented entitlement;
- an Account appears compromised;
- an Origin or domain can no longer be verified;
- usage creates a security, abuse, legal, financial, or operational risk;
- Customer violates these Terms or the AUP;
- a third-party provider requires action; or
- suspension is required by law.
We will limit suspension to the affected resource where reasonably practicable. Suspension does not relieve Customer of accrued payment obligations.
12. Customer obligations
You must:
- maintain lawful, secure, and available Origins;
- maintain backups and originals;
- test integration and rollback before production;
- monitor usage, billing, domains, Agents, and alerts;
- use versioned URLs or purge controls appropriately;
- comply with Documentation and rate limits;
- provide notices and obtain consents required for your end users;
- respond to infringement, privacy, and abuse complaints concerning Customer Content; and
- avoid using CDN.MN as the only copy of any data.
13. Intellectual property
13.1 NicNames property
NicNames and its licensors retain all rights in the Service, software, APIs, MCP implementation, CLI, SDK, Documentation, designs, analytics systems, optimization technology, trademarks, service marks, and improvements.
Subject to these Terms, NicNames grants you a limited, nonexclusive, nontransferable, revocable right to access and use the Service during the term.
13.2 Restrictions
Except where applicable law prohibits restriction, you may not:
- reverse engineer or circumvent the Service;
- interfere with access or security controls;
- copy or resell the Service except under an authorized agreement;
- remove proprietary notices;
- systematically extract nonpublic functionality to build a competing service;
- misuse NicNames or CDN.MN branding; or
- use the Service to violate another person's rights.
13.3 Feedback
If you provide suggestions or feedback, you grant NicNames a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate it without obligation. This does not transfer ownership of Customer Content or confidential source code.
14. Confidentiality
Confidential Information means nonpublic information disclosed by one party that is marked confidential or reasonably should be understood as confidential. Customer Content, private configuration, credentials, and private repository material are Customer's Confidential Information.
The receiving party will:
- use Confidential Information only to perform or exercise rights under these Terms;
- protect it using reasonable care;
- disclose it only to personnel, contractors, and subprocessors with a need to know and confidentiality obligations; and
- not disclose it to others except as permitted by these Terms or required by law.
Confidential Information does not include information that the receiving party can demonstrate is public without breach, lawfully known without restriction, independently developed, or lawfully obtained from another source without a confidentiality duty.
A party may disclose Confidential Information as legally required, with prior notice where lawful and reasonable assistance at the disclosing party's expense.
15. Privacy and data processing
Our Privacy Policy explains how we process personal information as a controller for Account, billing, security, website, support, and business operations.
Where NicNames processes personal data contained in Customer Content or CDN request data on Customer's behalf, the CDN.MN Data Processing Addendum applies if Customer is subject to data-protection law requiring processor terms.
Customer is responsible for determining whether the Service is appropriate for the data submitted and for configuring URLs, access, retention, domains, and logging accordingly.
We do not use Customer Content to train generalized artificial-intelligence models unless Customer separately and expressly opts in.
16. Security
We maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect the confidentiality, integrity, and availability of the Service and Customer data.
No system is completely secure. Internet transmission, Origins, third-party providers, Agents, repositories, software, and configuration involve risk.
Unless a signed Order expressly authorizes it, the Service is not designed for:
- protected health information regulated by HIPAA;
- full payment-card account data;
- government-classified information;
- biometric templates used for identification;
- authentication secrets embedded in public URLs; or
- data requiring a specialized regulated environment.
Report suspected vulnerabilities to security@cdn.mn under the Vulnerability Disclosure Policy.
17. Availability, support, and service levels
Unless an Order expressly incorporates the CDN.MN Service Level Agreement:
- the Service has no contractual uptime or latency commitment;
- support response times are targets, not guarantees; and
- preview, analyzer, free-credit, and PAYG functions are not covered by an SLA.
We may perform scheduled and emergency maintenance and will use reasonable efforts to notify affected paid customers of material scheduled maintenance.
18. Copyright and other complaints
Copyright complaints are governed by the CDN.MN Copyright and DMCA Policy. Notices may be sent to abuse@cdn.mn with subject "DMCA Notice."
Other abuse reports may be sent to abuse@cdn.mn.
NicNames may preserve evidence, notify Customer, restrict disputed material, or take other action required or permitted by law and policy.
19. Term and termination
19.1 Term
These Terms begin when you first accept them or use the Service and continue until terminated.
19.2 Customer termination
You may terminate by stopping use, canceling paid subscriptions, removing DNS and integrations, and closing the Account.
19.3 NicNames termination
We may terminate these Terms or an Account:
- for material breach not cured within ten days after notice;
- immediately for serious or repeated abuse, fraud, security threats, unlawful conduct, or sanctions restrictions;
- following prolonged nonpayment;
- if required by law or a provider; or
- if we discontinue the Service, with reasonable notice where practicable.
19.4 Effect
Upon termination:
- your right to use the Service ends;
- Agents, tokens, and sessions may be revoked;
- hostnames may stop serving;
- cached content may be deleted;
- outstanding fees become due;
- you must remove CDN.MN configuration; and
- data is handled under the Privacy Policy and Data Retention Schedule.
Sections concerning fees, ownership, confidentiality, disclaimers, liability, indemnification, disputes, and provisions that by nature should survive will survive.
20. Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, DOCUMENTATION, ANALYZER RESULTS, AGENT OUTPUTS, PREVIEWS, AND RELATED MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE."
NICNAMES DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, SECURITY, AVAILABILITY, AND ERROR-FREE OPERATION.
NICNAMES DOES NOT WARRANT THAT:
THE SERVICE WILL BE UNINTERRUPTED;
EVERY REQUEST WILL BE SERVED FROM CACHE;
EVERY IMAGE WILL BE SMALLER;
OPTIMIZATION WILL BE VISUALLY LOSSLESS;
AN AGENT WILL COMPLETE A TASK CORRECTLY;
AN ANALYZER ESTIMATE WILL MATCH PRODUCTION RESULTS;
THIRD-PARTY SERVICES WILL REMAIN AVAILABLE;
CUSTOMER CONTENT WILL NEVER BE LOST OR UNAVAILABLE; OR
THE SERVICE WILL SATISFY EVERY LAW OR INDUSTRY REQUIREMENT APPLICABLE TO CUSTOMER.
Some jurisdictions do not allow certain disclaimers, so some disclaimers may not apply.
21. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
- NICNAMES WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES;
- NICNAMES WILL NOT BE LIABLE FOR LOST PROFITS, REVENUE, GOODWILL, BUSINESS, DATA, CUSTOMER CONTENT, OR ANTICIPATED SAVINGS;
- NICNAMES WILL NOT BE LIABLE FOR BUSINESS INTERRUPTION, WEBSITE OUTAGE, LOST SALES, SEARCH-RANKING CHANGE, FAILED DEPLOYMENT, AGENT ERROR, DNS ERROR, OR ORIGIN FAILURE; AND
- NICNAMES' TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF:
ONE HUNDRED UNITED STATES DOLLARS; OR
THE FEES PAID OR PAYABLE BY CUSTOMER TO NICNAMES FOR CDN.MN DURING THE THREE MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM.
The limitations apply collectively, regardless of legal theory, even if a remedy fails of its essential purpose. They do not apply to liability that cannot lawfully be limited.
The parties agree that the pricing reflects this allocation of risk.
22. Indemnification
You will defend, indemnify, and hold harmless NicNames, its affiliates, and their officers, directors, employees, contractors, and agents from third-party claims, damages, losses, liabilities, judgments, penalties, costs, and reasonable attorneys' fees arising from or relating to:
- Customer Content;
- your Origins, websites, domains, products, or services;
- infringement or alleged infringement by Customer Content;
- your violation of law;
- your violation of these Terms or the AUP;
- an Agent, user, or integration you authorize;
- your instructions or approvals;
- your failure to obtain required rights, notices, or consents; or
- your negligent, fraudulent, or willful conduct.
We will provide reasonable notice and permit you to control the defense, provided you may not settle in a manner that admits fault by NicNames, imposes nonmonetary obligations on NicNames, or fails to fully release NicNames without our written consent.
23. Governing law, forum, and jury waiver
These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law rules.
Except for a claim eligible for small-claims court or a request for urgent injunctive relief, the state and federal courts located in New Castle County, Delaware have exclusive jurisdiction. Each party consents to personal jurisdiction and venue there.
Before filing a legal action, a party must send a written notice describing the dispute and requested relief and allow thirty days for good-faith resolution, unless urgent relief is reasonably necessary.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES A TRIAL BY JURY FOR A DISPUTE ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE.
24. Changes to these Terms
We may update these Terms.
For a material change, we will provide reasonable notice through the Service, by email, or another reasonable method before the change takes effect, except where an immediate change is required by law, security, or abuse prevention.
The updated Terms will identify their effective date. Where renewed acceptance is legally or contractually required, we will request it. Otherwise, continued use after the effective date constitutes acceptance to the extent permitted by law.
If you do not agree to a material change, you must stop using the Service and cancel before it takes effect.
25. Notices
We may provide notices through the dashboard, email, the Service, an API response, an Agent approval interface, or another reasonable electronic method. You must keep contact information current.
Legal notices to NicNames must be sent by mail to:
NicNames, Inc. Attention: Legal Notice 131 Continental Drive, Suite 301 Newark, Delaware 19713 United States
A copy should also be emailed to support@cdn.mn with subject "Legal Notice." Email alone is sufficient only where these Terms expressly permit email notice or NicNames confirms receipt.
26. General
26.1 Assignment
You may not assign these Terms without our written consent, except in connection with a merger or sale of substantially all assets if the assignee agrees in writing and is not a direct competitor.
We may assign these Terms to an affiliate or in connection with a merger, acquisition, financing, reorganization, or sale of assets.
26.2 Force majeure
Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, war, terrorism, labor disputes, widespread Internet or utility failures, government action, epidemics, denial-of-service attacks, or major third-party infrastructure failures. This does not excuse payment obligations.
26.3 Independent contractors
The parties are independent contractors. These Terms do not create a partnership, franchise, employment, fiduciary, or legal agency relationship.
An AI Agent authorized through the Service acts under Customer authorization; it is not an employee or legal representative of NicNames.
26.4 No third-party beneficiaries
These Terms do not create third-party beneficiary rights.
26.5 Waiver and severability
Failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions remain effective.
26.6 Order of precedence
If documents conflict, the order of precedence is:
- a signed Order;
- an applicable Data Processing Addendum;
- an applicable Service Level Agreement;
- these Terms;
- the AUP; and
- the Documentation.
A more specific provision controls over a general provision for the same subject.
26.7 Entire agreement
These Terms and incorporated documents are the entire agreement concerning the Service and replace prior or contemporaneous understandings on that subject.
26.8 Electronic acceptance
Clicking an acceptance control, approving through an authenticated interface, or using the Service has the same effect as an electronic signature to the extent permitted by law.
27. Contact
General support and billing: support@cdn.mn Privacy: privacy@cdn.mn Security: security@cdn.mn Abuse and copyright notices: abuse@cdn.mn
NicNames, Inc. 131 Continental Drive, Suite 301 Newark, Delaware 19713 United States +1 (302) 883-8888