Effective Date: February 10, 2026
1. SCOPE AND GENERAL APPLICABILITY
1.1. Agreement Structure.
These Account & Billing Terms ("Billing Terms") constitute a legally binding financial agreement between the Pinkdude Group (and its applicable Affiliates, hereinafter "Provider", "We", or "Us") and the entity or individual identified in the account registration records, Order Form, or Invoice details ("Customer", "You", or "Your").
1.2. Integral Part of Agreement.
These Billing Terms are incorporated by reference into the Master Terms of Service. They govern all financial transactions, subscription obligations, payment liabilities, and tax responsibilities associated with your use of the Services. In the event of a conflict between these Billing Terms and the Master Terms, these Billing Terms shall prevail with respect to financial matters.
1.3. Service Coverage.
These terms apply to all purchasing models offered by the Provider, including but not limited to:
(a) Subscription Services: Recurring fixed-fee plans (e.g., "Pro Plan", "Enterprise Tier") where resources are provisioned on a flat-rate basis.
(b) Usage-Based Services: Pay-as-you-go resources billed on consumption metrics (e.g., Bandwidth, Object Storage, Serverless Functions, API requests).
(c) Professional Services: One-time fees for onboarding, migration, custom engineering, or consulting.
(d) Marketplace Purchases: Software, datasets, or add-ons licensed from third-party vendors via the Pinkdude Marketplace.
(e) Reserved Instances: Pre-paid compute capacity purchased for a fixed term in exchange for discounted rates.
1.4. Definitions.
"Billing Cycle" means the recurring interval (typically monthly or annually) at which fees are invoiced.
"Chargeback" means a transaction reversal initiated by the Customer’s bank or credit card issuer.
"Merchant of Record" (MoR) means the legal entity responsible for processing your payment and collecting taxes (which may be the Provider or a third-party reseller like Paddle or Stripe).
"Overage" means usage of a Service that exceeds the quotas allocated to a Subscription Plan.
"Proration" means the calculation of fees based on the proportional time a Service was used during a partial Billing Cycle.
"Usage Data" means the raw telemetry data (logs, metrics) used by the Provider to calculate consumption fees.
2. SUBSCRIPTIONS, RENEWALS, AND BILLING MECHANICS
2.1. Subscription Plans.
Services purchased on a subscription basis are billed in advance. You agree to pay the recurring fees associated with your selected plan until you formally cancel the Subscription in accordance with Section 7.
2.2. Automatic Renewal (The "Evergreen" Clause).
To ensure uninterrupted service, all Subscriptions are set to automatically renew.
UNLESS YOU CANCEL YOUR SUBSCRIPTION AT LEAST TWENTY-FOUR (24) HOURS BEFORE THE END OF THE CURRENT BILLING CYCLE, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW.
(a) Authorization: You explicitly authorize the Provider to charge your Payment Method on file for the renewal term at the then-current standard pricing.
(b) Term: The renewal term will be equal in duration to the expiring term (e.g., a Monthly plan renews for one month; an Annual plan renews for one year).
(c) No Notice: The Provider is not obligated to send a specific notice prior to the automatic renewal of Monthly plans. For Annual plans, we will use commercially reasonable efforts to send a reminder email 30 days prior to renewal, but non-receipt of such email does not void the renewal.
2.3. Co-Terminous Add-Ons.
If you purchase additional seats, licenses, or resources mid-cycle, the fees for these additions will be prorated for the remainder of the current Billing Cycle. All add-ons will renew simultaneously with the underlying base Subscription ("Co-Terminous Renewal").
2.4. Price and Billing Adjustments.
The Provider reserves the right to modify fees, billing mechanics, or metering methodologies for any Service at any time.
(a) Notification: We will use commercially reasonable efforts to provide at least thirty (30) days' notice of any material change via email or the Dashboard.
(b) Mechanics: The Provider reserves the right to modify billing mechanics (e.g., shifting from "per-seat" to "usage-based") or pricing structures, provided such changes do not retroactively affect previously invoiced charges.
(c) Effective Date: For Subscription Services, changes will take effect at the start of the next Billing Cycle following the notice period.
(d) Acceptance: Your continued use of the Services after the change takes effect constitutes your express agreement to pay the updated amount or adhere to the new billing model.
2.5. Minimum Commitments.
Certain Enterprise Agreements or Order Forms may require a "Minimum Financial Commitment" (e.g., an Annual Spend of €50,000).
(a) Take-or-Pay: You acknowledge that this commitment is non-cancellable. If your actual usage falls below the committed amount, you are still liable to pay the full commitment fee.
(b) True-Up: At the end of the commitment period, any shortfall between the actual usage and the Minimum Commitment will be invoiced immediately.
3. USAGE-BASED BILLING AND METERING
3.1. Calculation of Usage.
Certain Services are billed in arrears based on actual consumption ("Pay-As-You-Go"). You acknowledge that the Provider’s metering mechanisms are the sole basis for calculating usage fees.
(a) High-Water Mark: For storage resources, billing may be calculated based on the maximum storage used at any point during the hour or day ("High-Water Mark"), or the average usage over the period, as defined in the Service Documentation.
(b) Gigabyte-Hours: Compute and RAM usage is calculated in "Gigabyte-Hours" or "vCPU-Hours," rounded up to the nearest second or minute.
(c) Delayed Reporting: You acknowledge that Usage Data may be processed with a delay. Usage incurred at the end of a billing cycle may be billed in the subsequent cycle.
3.2. No Reliance on Estimates.
Any usage estimates, cost projections, calculators, or pricing examples provided by the Provider (whether via the Dashboard, Sales team, or Marketing materials) are non-binding and for informational purposes only.
Actual charges are based solely on measured consumption. The Customer acknowledges that actual usage may vary significantly from estimates due to factors such as traffic spikes, code efficiency, and configuration changes.
3.3. Billing Error Safe Harbor.
In the event of a billing error (e.g., a metering bug that under-reports or over-reports usage), the Provider reserves the right to correct the invoice and charge or credit the corrected amount.
(a) Time Limit: We may issue corrected invoices for a period of up to ninety (90) days after the original billing date.
(b) No Windfall: You agree that an inadvertent failure to bill for a Service does not constitute a waiver of our right to collect payment for Services actually rendered.
3.4. Thresholds and Credit Limits.
To prevent accidental overspending ("Bill Shock"), the Dashboard allows you to set "Billing Alerts."
(a) No Hard Cap: Unless explicitly stated otherwise, Billing Alerts are notifications only and do not automatically stop services or cap usage. You remain fully liable for all charges incurred, even if they exceed your alert threshold.
(b) Credit Limits: The Provider reserves the right to impose a "Credit Limit" on your account. If your accrued unbilled usage exceeds this limit, we may: (i) charge your Payment Method immediately (even mid-cycle); or (ii) suspend Services until payment is secured.
4. PAYMENT METHODS AND AUTHORIZATION
4.1. Authorized Payment Methods.
You must provide and maintain a valid, current Payment Method. We accept:
(a) Credit/Debit Cards: Visa, Mastercard, American Express (processed via secure PCI-DSS compliant processors).
(b) Digital Wallets: PayPal, Apple Pay, Google Pay.
(c) SEPA Direct Debit: For Customers in the Eurozone (requires a signed mandate).
(d) Wire Transfer / ACH: Available only for Enterprise Customers with approved credit.
4.2. Authorization to Charge.
By adding a Payment Method, you represent and warrant that you are authorized to use it. You grant the Provider a continuous authority to charge the Payment Method for:
(a) All Subscription fees;
(b) All Usage-Based fees and Overages;
(c) Any applicable Taxes; and
(d) Any late fees, reactivation fees, or dispute resolution costs.
Failure to maintain a valid Payment Method or to pay undisputed fees when due constitutes a material breach of this Agreement.
4.3. Compromised Account Liability.
The Customer is solely responsible for securing its credentials, API keys, and account access. Charges incurred through compromised accounts (e.g., due to a leaked API key, weak password, or hacked team member account) remain the Customer’s responsibility and must be paid in full, unless such compromise was caused directly by a proven security breach of the Provider’s Platform.
4.4. Security Deposit.
The Provider reserves the right to require a Security Deposit or prepayment from Customers who:
(a) Are located in high-risk jurisdictions;
(b) Have a history of late payments or payment failures;
(c) Are utilizing high-risk services (e.g., GPU compute, bulk email); or
(d) Are new Customers with no credit history requesting significant resource quotas.
The Security Deposit may be applied against unpaid fees or refunded upon account termination, subject to the satisfaction of all outstanding liabilities.
4.5. Payment Failure and Suspension.
If a payment attempt fails (e.g., insufficient funds, bank decline):
(a) Retry Logic: We will attempt to re-charge the Payment Method utilizing "Smart Retry" logic over a period of up to fourteen (14) days.
(b) Suspension Without Further Notice: If payment is not successfully captured within seven (7) days of the due date, your access to the Services (including APIs, Dashboards, and Data) may be suspended or terminated without further notice.
(c) Reactivation: The Provider reserves the right to charge a reasonable Reactivation Fee (e.g., €50.00) to restore access. The Provider does not guarantee that suspended data or configurations can be restored and shall not be liable for any loss resulting from delayed payment.
(d) Liability Waiver: The Provider shall not be liable for any damages, losses, business interruption, or data unavailability resulting from a suspension or termination of Services due to non-payment.
(e) Continued Obligation: Suspension of Services for non-payment does not relieve the Customer of its payment obligations. You remain liable for all fees accrued up to the date of suspension and for any fixed subscription fees during the suspension period.
4.6. No Set-Off.
To the maximum extent permitted by applicable law, you agree to pay all amounts due under this Agreement without any set-off, counterclaim, deduction, or withholding. You may not withhold payment of any invoice based on a claim that you are owed Service Credits or other amounts by the Provider.
5. ENTERPRISE INVOICING AND PURCHASE ORDERS
5.1. Eligibility.
Invoicing with payment terms (e.g., Net-30) is available only to Enterprise Customers who meet our credit requirements and sign a dedicated Order Form. We reserve the right to revoke credit terms at any time if your creditworthiness deteriorates.
5.2. Payment Terms.
Unless specified otherwise in the Order Form, all Invoices are due thirty (30) days from the invoice date ("Net 30"). Payment must be made via Wire Transfer (SWIFT/IBAN) or ACH. Cheques are not accepted unless explicitly approved in writing.
5.3. Late Fees.
Past due amounts on Invoices shall accrue interest at a rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower), calculated daily from the due date until the date of payment.
5.4. Purchase Orders (PO).
If you require a Purchase Order number on your invoice, you must issue the PO prior to the start of the Service. The Customer’s failure to issue a PO does not negate the Customer’s obligation to pay for Services rendered. Any terms included on your PO (e.g., "Net 60", "Acceptance Testing") that conflict with this Agreement are void and non-binding.
6. TAXES AND WITHHOLDING
6.1. Taxes Exclusive.
All fees listed on our website or invoices are exclusive of VAT, GST, Sales Tax, Digital Services Tax, or other government levies (collectively, "Taxes"), unless explicitly stated otherwise.
6.2. Customer Responsibility.
You are responsible for determining and paying all Taxes applicable to your use of the Services. If the Provider is obligated to collect Taxes from you, they will be added to your invoice.
6.3. Withholding Tax (Gross-Up Clause).
If you are required by applicable law to deduct or withhold any taxes from payments due to the Provider:
(a) You must increase the amount payable to the Provider such that the Provider receives the full amount it would have received had no such deduction or withholding been made (a "Gross-Up").
(b) You must provide the Provider with official tax receipts or other evidence of payment to the relevant tax authority.
6.4. Location Accuracy (Tax Indemnity).
Tax rates are calculated based on the "Billing Address" and IP location you provide.
(a) Representation: You represent that the billing address provided is the place of supply for tax purposes.
(b) Verification: We utilize geo-IP matching and BIN (Bank Identification Number) validation to verify your location.
(c) Indemnity: If you falsify your location (e.g., using a VPN or fake address) to evade Taxes, you agree to indemnify and hold harmless the Provider for any resulting penalties, fines, or interest assessed by tax authorities.
6.5. VAT/GST Reverse Charge.
If you are a business located in the European Union (EU), United Kingdom, or other jurisdictions with a Reverse Charge mechanism:
(a) You must provide a valid, verifiable VAT/GST Registration Number.
(b) Upon validation, we will issue invoices without charging VAT, and you are solely responsible for accounting for the VAT under the Reverse Charge mechanism in your local jurisdiction.
7. CANCELLATION AND REFUND POLICY
7.1. General "No Refund" Rule.
EXCEPT AS REQUIRED BY LAW OR EXPLICITLY STATED IN AN SLA, ALL PAYMENTS ARE NON-REFUNDABLE AND NON-TRANSFERABLE.
(a) Unused Time: If you cancel a Subscription mid-cycle, you will not receive a refund for the remaining days of the term. You will retain access until the cycle ends.
(b) Accidental Purchases: We do not offer refunds for accidental upgrades, forgotten cancellations, or "buyer's remorse."
(c) Prepayments: Any prepaid funds or credits in your account are non-refundable and will be forfeited upon account termination.
7.2. EU Right of Withdrawal (Waiver).
If you are a consumer in the European Union, you typically have a 14-day statutory right to withdraw from distance contracts. However, by purchasing digital content (Software/SaaS) which is supplied immediately:
(a) Consent: You expressly consent to the immediate performance of the contract and delivery of the Service.
(b) Acknowledgment: You acknowledge that by this consent, you lose your right of withdrawal once the download or access has started.
7.3. Fraud and Abuse.
Accounts terminated for violation of the Acceptable Use Policy (Document 2.4) (e.g., Hosting Phishing sites, Launching DDoS attacks) forfeit all rights to any refund, including for prepaid annual plans.
8. DISPUTES AND CHARGEBACKS
8.1. Dispute Resolution Process.
If you believe an invoice is incorrect, you must contact billing@pinkdude.com within thirty (30) days of the invoice date.
(a) Requirements: Your dispute notice must include specific evidence (e.g., logs, screenshots) supporting your claim.
(b) Good Faith: The Parties agree to negotiate in good faith to resolve the dispute. You agree to pay the undisputed portion of the invoice by the due date while the dispute is investigated.
(c) Finality: Invoices shall be deemed final and accepted unless disputed within thirty (30) days.
8.2. Chargebacks (Friendly Fraud Prohibition).
You agree that you will not initiate a chargeback with your bank or credit card issuer unless you have first exhausted the Dispute Resolution Process described above.
(a) Enforcement: If a chargeback is initiated, it may result in the immediate suspension or termination of your account.
(b) Dispute Evidence: We reserve the right to present this Agreement, your access logs, and audit trails to the bank as evidence of the validity of the charge.
(c) Recovery Costs: If the chargeback is decided in our favor, or if we deem the chargeback to be fraudulent, you agree to reimburse us for an Administrative Fee of €50.00 (or the maximum allowed by law) plus any legal fees incurred in recovering the debt.
9. CREDITS, CURRENCY, AND WALLETS
9.1. Promotional Credits.
From time to time, we may issue "Promotional Credits" (e.g., Startup Grants, Beta Incentives).
(a) Expiration: Unless stated otherwise, Promotional Credits expire twelve (12) months from the date of issuance.
(b) Non-Transferable: Credits cannot be sold, transferred, or converted to cash.
(c) Voiding: We reserve the right to void Credits if we detect multiple accounts created by the same entity ("Sybil Attack") to farm credits.
(d) Application: Credits are applied to future invoices only and cannot be applied retroactively to past invoices.
9.2. Prepaid Wallets.
If you load funds into a "Prepaid Wallet" on the Platform:
(a) Usage: Funds can only be used to purchase Services.
(b) Abandonment: To the extent permitted by law, prepaid funds are considered abandoned if the account is inactive for more than 24 months, and may be forfeited to the Provider.
9.3. Currency and Conversion.
(a) Base Currency: Our base currency is Euros (€) or US Dollars ($) depending on your contracting entity.
(b) FX Risk: If you pay in a currency other than the invoice currency, your bank may charge conversion fees. We are not responsible for exchange rate fluctuations between the invoice date and the payment date.
10. THIRD-PARTY BILLING AND RESELLERS
10.1. Resellers.
If you purchase the Services through an authorized Reseller or Marketplace (e.g., AWS Marketplace, GitHub Marketplace):
(a) Billing Relationship: Your billing relationship is with the Reseller, not the Provider. You must contact the Reseller for all invoices, refunds, and tax disputes.
(b) Provider Access: The Provider reserves the right to suspend your access if the Reseller notifies us that you have failed to pay them.
10.2. Merchant of Record (MoR).
We may utilize a Merchant of Record (e.g., Paddle, LemonSqueezy) to process payments in certain jurisdictions. In such cases, the MoR is the entity selling the license to you, and your invoice will be issued by the MoR.
10.3. Consolidated Billing.
If you are an Enterprise Customer with multiple accounts ("Linked Accounts"), we may offer Consolidated Billing. You agree that the "Payer Account" is jointly and severally liable for all fees incurred by all Linked Accounts.
11. GENERAL FINANCIAL PROVISIONS
11.1. Solvency Representation.
You represent and warrant that you are not currently subject to bankruptcy or insolvency proceedings and have no reason to believe that such proceedings are imminent. You agree to notify us immediately if your financial status changes in a way that affects your ability to pay.
11.2. Collection Expenses.
If we must retain a collection agency or legal counsel to collect overdue fees, you agree to pay all reasonable costs of collection, including attorney's fees and collection agency commissions (typically 15-30% of the debt).
11.3. Acceleration of Debt.
Upon termination of this Agreement for Customer’s material breach (including non-payment), all outstanding fees for the remainder of the then-current Subscription Term or Minimum Financial Commitment shall immediately become due and payable. The Customer acknowledges that this acceleration is a reasonable estimation of the harm caused by early termination and is not a penalty.
11.4. Survival.
Your obligation to pay accrued fees survives the termination or expiration of this Agreement.