Terms of Service.

Last updated 1 November 2026

These Terms are the agreement between Kantrix and every organization that uses it. They cover the control plane we host, the software that runs on your nodes, and the support around them.

These Terms of Service ("Terms") are an agreement between Kantrix Inc., an Ontario corporation ("Kantrix", "we" or "us"), and the organization that accepts them ("Customer" or "you").

You accept these Terms when you create a Kantrix account, sign or accept an Order that refers to them, or use the Services. If you accept them on behalf of an organization, you confirm that you have authority to bind it. If you don't agree to these Terms, don't use the Services.

1. Definitions

• "Kantrix Core" means the paid version of Kantrix, sold through Partners. "Kantrix Community" means the free version described on our pricing page.
• "Control Plane" means the control plane we host for Kantrix Core and Kantrix Community: the portal at app.kantrix.io, the partner portal and the web addresses Partners brand as their own, our APIs, sign-in, the cloud witness, the release channel and the Hub catalog.
• "Node Software" means Kantrix OS, its installer, the software that runs on Nodes, and every update to them.
• "Node" means a server or cloud virtual machine enrolled in Kantrix.
• "Services" means the Control Plane, the Node Software, Kantrix Migrate, the assistant and other features we make available, the Documentation and Support.
• "Partner" means an IT provider that has a partner agreement with Kantrix. "Client" means an organization a Partner manages through Kantrix.
• "Users" means the people you allow to use the Services under your account, including a Partner's staff working on your behalf.
• "Customer Data" means data that you or your Users put into the Control Plane, or that your Nodes send to it. That includes records of your sites, Nodes and workloads, configuration, stored credentials, logs, metrics and conversations with the assistant.
• "Workload Data" means the virtual machines and containers on your Nodes, their disks, and the data in them.
• "Order" means an order form, an accepted quote, a plan chosen in the portal, or an order a Partner places with us for you, that sets out the Services and the number of Nodes.
• "Policies" means our Acceptable Use Policy, Privacy Policy, Security Policy and Service Level Agreement. They are part of these Terms.
• "Documentation" means the guides and help pages we publish for the Services.

2. Using Kantrix

2.1 Your right to use the Services

While your Order is in effect, and as long as you follow these Terms, we grant you a non-exclusive, non-transferable right to:

• use the Control Plane; and
• install and run the Node Software on the number of Nodes in your Order, or allowed on Kantrix Community, together with copies for testing and disaster recovery.

You may use the Services for your organization's business. Partners may also use them to serve their Clients, as section 2.2 describes.

2.2 Partners and their Clients

Kantrix is built for IT providers to run their clients' infrastructure. If you are a Partner:

• you may use the Services to manage your Clients' sites, Nodes and workloads, and to provide your own services to them;
• your agreement with each Client must be at least as protective of Kantrix as these Terms. It must include our Acceptable Use Policy, and protections for our intellectual property, limits on liability and the terms on AI features in section 6;
• you are responsible for your Clients' and their Users' use of the Services, and for the services you provide to them;
• you may not make any commitment on Kantrix's behalf.

If you are a Client, your Partner can see and manage your organization in Kantrix, as you and your Partner agree. If you stop working with your Partner, contact us and we will help you move to another Partner.

2.3 Accounts and Users

Every User must be at least 18 years old, or the age of majority where they live if that is higher. Don't create an account for anyone younger, or give them access to the Services.

You are responsible for your Users and for everything done under your account. Keep sign-in details confidential, give each User only the role they need, and remove access promptly when someone leaves. We strongly recommend that every User turns on an authenticator app as a second sign-in step. If you learn of any unauthorized use of your account, tell us at security@kantrix.io without delay.

2.4 Acceptable use and restrictions

You must follow the Acceptable Use Policy. Unless these Terms or the law expressly allow it, you must not:

• sell, resell, rent or sublicense the Services, except as a Partner under its partner agreement;
• copy, modify or create derivative works of the Services, or reverse engineer them;
• modify the Node Software to defeat its signature checks, or connect modified Node Software to the Control Plane;
• get around the limits on the number of Nodes, Kantrix Community's limits, or any other usage limit;
• use the Services to build or help build a competing product;
• test the security of the Services, except under the security research rules in the Acceptable Use Policy.

2.5 Open-source and third-party software

The Node Software includes open-source software, such as the Linux kernel, KVM and Kubernetes. Each open-source component is licensed under its own license, and nothing in these Terms limits your rights under those licenses.

Apps in the Hub catalog, and other products you choose to connect to Kantrix, are provided by their makers under their own terms. We don't warrant them and aren't responsible for them.

2.6 Kantrix Community

Kantrix Community is provided free of charge and "as is". The Service Level Agreement doesn't apply to it, and support is limited to our Documentation and the help we choose to give. We may change Kantrix Community's features with 30 days' notice.

2.7 Previews

We may offer features labeled preview, beta or early access. You may choose whether to use them. They are provided "as is", may change or stop at any time, and aren't covered by the Service Level Agreement. Don't rely on them for production workloads unless we agree in writing that you can.

3. Updates and changes

3.1 Node updates

The Node Software updates itself, on a schedule you can set, and at least once a week. Updates keep Nodes secure and compatible with the Control Plane, so they can't be turned off. Keep your Nodes connected so they can receive them. We aren't responsible for problems that happen because a Node was prevented from updating.

3.2 Changes to the Services

We improve the Services continually. During a paid subscription term, we won't make a change that materially reduces the core functions you pay for, unless the change is needed for security or legal reasons. We will give reasonable notice before we remove a significant feature.

4. Fees and payment

4.1 If you buy through a Partner

Your fees, invoices, taxes and payment terms are between you and your Partner. If your Partner stops paying us for your Nodes, or its partner agreement with us ends, we will tell you and give you at least 30 days to move to another Partner before we suspend your Services.

4.2 If you pay Kantrix directly

This section applies to Partners, and to anyone else with an Order directly with Kantrix.

• Fees. Fees are set out in your Order or partner agreement. Kantrix Core is charged per Node, per month, for each Node enrolled during the month. Fees are non-refundable, except where these Terms say otherwise.
• Invoices. Unless your Order says otherwise, we invoice monthly, and invoices are due 30 days after the invoice date, in the currency on the invoice.
• Taxes. Fees don't include taxes. You will pay any sales, use, goods and services, harmonized, value-added or similar taxes on the Services, other than taxes on our income. If the law requires you to withhold tax, you will increase your payment so that we receive the full amount invoiced.
• Late payment. If an invoice is more than 15 days overdue, we may suspend the Services after giving you at least 10 days' written notice.

5. Your data

5.1 You own your data

You own your Customer Data and your Workload Data. We have no ownership rights in either.

5.2 How we use Customer Data

We use Customer Data only to provide, secure, support and improve the Services, as you instruct through the Services, as our Privacy Policy describes, or as the law requires. We don't sell Customer Data.

5.3 Workload Data stays on your Nodes

Your Workload Data stays on your Nodes. We don't access it, and Kantrix staff cannot open a console or shell on your Nodes. Console and shell sessions that your Users open in the portal pass through the Control Plane, and may be recorded as your organization's settings provide. Replicating storage across Nodes protects against the loss of a Node, but it is not a backup. You are responsible for backing up your Workload Data.

5.4 Personal information

Where Customer Data includes personal information, we process it on your behalf, as your service provider. You are responsible for having the right to give it to us, and for any notices and consents the law requires. If the law that applies to you requires a data processing agreement, contact privacy@kantrix.io.

5.5 Usage data

We may collect and use information about how the Services perform and are used, such as metrics, errors and feature usage. We use it to run, secure and improve the Services. We will only share it outside Kantrix in a form that doesn't identify you, your Clients or any person.

5.6 Security

We protect Customer Data with the technical and organizational measures described in our Security Policy. If we confirm a security incident that affects your Customer Data, we will tell you without undue delay.

5.7 Exporting and deleting your data

You can retrieve your Customer Data through the portal and API at any time while your Order is in effect, and we will help you export it if you ask. When an Order ends, you have 30 days to export your Customer Data and move your workloads off Kantrix (the "wind-down period"). We don't charge for it.

After the wind-down period, we will delete your Customer Data within 90 days, except where the law requires us to keep it. Copies in our backups are overwritten in the normal course. Your Workload Data stays on your hardware throughout.

6. AI features

Some features use AI models, including the assistant and the failure triage that suggests fixes when something goes wrong. Our Privacy Policy says which providers run them and what data they receive.

• AI output can be wrong, incomplete or unsuitable for your environment. Review it before you act on it.
• The assistant may propose actions, such as changes to virtual machines. Nothing it proposes runs until a User approves it. You are responsible for the actions your Users approve.
• We aren't responsible for the results of an action that a User approved, unless the action that ran was different from the one shown for approval.
• We store conversations with the assistant, as our Privacy Policy describes. We use them to improve Kantrix's AI features beyond your own organization only if you opt in, and then only in anonymized form.

7. Support and service levels

Partners support their Clients, and we support Partners. Our Service Level Agreement sets out our support response times and the availability we commit to for the Control Plane on Kantrix Core. The service credits it describes are your only remedy if we don't meet our availability commitment.

8. Intellectual property

• Our rights. Kantrix and its licensors own the Services and all intellectual property in them. You receive only the rights these Terms expressly grant.
• Feedback. If you give us suggestions or other feedback, we may use them freely and without any obligation to you. You don't have to give feedback.
• Partner brands. A Partner keeps all rights in its own name and brand. It allows us to display them in the portal it brands as its own, and in our partner directory if it chooses to be listed.
• Publicity. We won't name you as a customer, or use your logo, without your permission.

9. Confidentiality

"Confidential Information" means non-public information that one party discloses to the other in connection with the Services, and that is marked confidential or that a reasonable person would understand to be confidential. Our non-public pricing, and anything we share under our security overview, are our Confidential Information. Your Customer Data is your Confidential Information.

The receiving party will use the other party's Confidential Information only to perform under, or use the Services under, these Terms. It will share it only with its employees, contractors and advisers who need to know it and are bound to keep it confidential, and will protect it with at least reasonable care.

These obligations don't apply to information that is or becomes public through no fault of the receiving party; that the receiving party already knew, received lawfully from someone else, or developed independently; or that the law requires the receiving party to disclose. In that last case, the receiving party will give prompt notice, where the law allows, so that the other party can seek protection.

10. Warranties and disclaimers

• Both of us. Each party confirms that it has the authority to enter into these Terms, and that it will not knowingly introduce malicious code into the Services.
• Our warranty. During a paid subscription term, the Services will perform materially as the Documentation describes. If they don't, tell us. We will fix the problem, or, if we can't within a reasonable time, either of us may end the affected Order. We will then refund any prepaid fees for the rest of its term to whoever paid them. This is your only remedy for a breach of this warranty.
• What this warranty doesn't cover. Problems caused by hardware, networks or software that we don't provide, by Nodes prevented from updating, by changes anyone other than Kantrix makes to the Node Software, or by use that breaks these Terms or the Documentation.
• Disclaimer. Except as this section expressly says, and as far as the law allows, the Services are provided "as is". We disclaim all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, title and non-infringement. We don't promise that the Services will be uninterrupted or error-free, or that they will prevent every attack or loss of data.
• High-risk use. The Services are not designed as a safety system. Don't use them as the sole control of equipment whose failure could directly cause death, serious injury or serious environmental damage, unless we have agreed to it in writing.

11. Indemnities

11.1 Our indemnity

We will defend you against any third-party claim that the Services, as we provide them, infringe that third party's intellectual property rights. We will also pay any damages finally awarded against you, or any settlement we agree to, on that claim.

If such a claim is made or seems likely, we may get you the right to keep using the Services, or modify them so they no longer infringe but work in materially the same way. If neither option is reasonably available, we may end the affected Order and refund any prepaid fees for the rest of its term.

This indemnity doesn't cover claims that arise from: open-source components or Hub apps, which their own licenses govern; anything you or a third party adds to the Services; combining the Services with products we didn't supply; changes anyone other than Kantrix makes; or Nodes prevented from updating, where an update would have avoided the claim. This section sets out our entire liability for infringement claims.

11.2 Your indemnity

You will defend us against any third-party claim that arises from your Workload Data or Customer Data, or from your or your Users' breach of the Acceptable Use Policy. You will also pay any damages finally awarded against us, or any settlement you agree to, on that claim. If you are a Partner, this includes claims by your Clients that arise from the services you provide to them.

11.3 How indemnities work

The party seeking the indemnity must tell the other promptly about the claim, let it control the defense and settlement, and give reasonable help at its expense. The indemnifying party may not agree to a settlement that admits fault for, or imposes an obligation on, the other party without that party's consent.

12. Limitation of liability

• No indirect losses. Neither party is liable to the other for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, goodwill or data, however caused, even if it was told they were possible.
• Cap. Each party's total liability arising out of or relating to these Terms is limited to the fees paid to Kantrix, directly or through a Partner, for your use of the Services in the 12 months before the event that gave rise to the liability. On Kantrix Community, it is limited to 100 Canadian dollars.
• Exceptions. These limits don't apply to a party's breach of section 9 (Confidentiality), its obligations under section 11 (Indemnities), its fraud, gross negligence or willful misconduct, your payment obligations, or your breach of section 2.4 or the Acceptable Use Policy.
• What the law requires. Nothing in these Terms limits liability that the law does not allow to be limited.

13. Term, suspension and termination

13.1 Term

These Terms apply from when you accept them until every Order has ended and you have closed your account. Each Order runs for the term it states, and renews as it states. If an Order doesn't state a term, it runs month to month.

13.2 Suspension

We may suspend all or part of the Services if we reasonably believe that it is needed to stop a serious security risk, a breach of the Acceptable Use Policy, or harm to Kantrix, our other customers or anyone else, or to comply with the law. We may also suspend them for non-payment, as section 4 describes. We will give you notice first where it is lawful and practical, limit the suspension to what is needed, and lift it once the problem is fixed.

13.3 Ending these Terms

• You may close a Kantrix Community account at any time by asking us at support@kantrix.io. A paid Order may be ended as it states, or, for Orders through a Partner, as your agreement with your Partner allows.
• Either party may end these Terms, or an affected Order, if the other party materially breaches them and doesn't fix the breach within 30 days after written notice. Either party may also end them if the other becomes insolvent, makes an assignment for the benefit of its creditors, or becomes the subject of bankruptcy or similar proceedings.

13.4 What happens when an Order ends

When an Order ends, the wind-down period in section 5.7 begins. When it ends, your right to use the Control Plane, and the Node Software on the affected Nodes, ends with it. If you end an Order because of our uncured breach, we will refund any prepaid fees for the rest of its term. If we end an Order because of your uncured breach, any unpaid fees for the rest of its term become due.

Sections 5.7, 8, 9, 10, 11, 12 and 14, and any other terms that by their nature should survive, survive the end of these Terms.

14. General

• Business use. The Services are for businesses and other organizations, not for personal or household use. Users must be at least 18.
• Governing law. These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada that apply there, without regard to conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods doesn't apply. Each party submits to the exclusive jurisdiction of the courts of Ontario sitting in Toronto. Either party may seek urgent injunctive relief in any court that has jurisdiction.
• Notices. We may send you notices by email to your account's administrators or through the portal. Send notices to us at legal@kantrix.io. A notice takes effect when it is received.
• Export and sanctions. Each party will comply with the export control and sanctions laws of Canada, the United States and any other country that applies to it. You confirm that you are not named on a government list of restricted parties, and you will not allow the Services to be used in a sanctioned country or by a restricted party.
• Assignment. Neither party may assign these Terms without the other's written consent, which may not be unreasonably withheld. Either party may, however, assign them, with notice, to a successor in a merger, acquisition or sale of all or substantially all of its business or assets.
• Subcontractors. We may use subcontractors and service providers to provide the Services. We remain responsible for them. The ones that handle personal information are named in our Privacy Policy.
• Force majeure. Neither party is liable for failing to perform, other than payment obligations, because of events beyond its reasonable control.
• Relationship. The parties are independent contractors. These Terms don't create a partnership, agency or joint venture, even where we call an IT provider a "Partner". These Terms give no rights to any third party.
• Changes to these Terms. We may update these Terms. We will give at least 30 days' notice of a material change, by email or in the portal. Changes apply from the date stated and don't apply to events before it. If you keep using the Services after a change takes effect, you accept it.
• Order of precedence. If there is a conflict, a signed agreement between you and Kantrix comes first, then an Order, then these Terms, then the Policies. A Partner's agreement with its Client never changes Kantrix's obligations.
• Entire agreement. These Terms, the Policies and your Orders are the entire agreement between us about the Services. They replace all earlier agreements and discussions on the subject. Terms on a purchase order or similar document you send us don't apply.
• Other terms. If any part of these Terms can't be enforced, the rest still applies. A failure to enforce a right is not a waiver of it. Accepting these Terms electronically has the same effect as signing them.