Terms of Service
Last updated: Aug 22, 2025
Introduction
1. Eligibility
2. Definitions
Account – the credentialed profile you create to access the Services.
Runtime – the secure, scalable, container or microVM environment that executes code through the Daytona platform.
Customer Content – code, data, prompts, files, and any other material you upload, submit, transmit, or otherwise make available to the Services.
Updates – patches, bug fixes, feature enhancements, and other changes that Daytona deploys to the Services.
3. Scope of Services
Daytona provides a managed runtime that allows AI models, agents, and human developers to execute code, run software, and store data in isolated sandboxes. Daytona may add, remove, or modify features. For any material reduction of a feature that is generally available and actively used in your Account, Daytona intends to provide at least thirty (30) days’ notice unless doing so would create a security risk, violate law, or be technically infeasible.
Daytona may deliver Updates automatically. Daytona will use commercially reasonable efforts to maintain backwards compatibility for twelve months after an Update is released, except where doing so would introduce a security vulnerability, infringe third-party rights, or be technically impracticable.
4. Support
Daytona will provide reasonable support to Customer for the Services through multiple channels, which may include email, Slack, in-app chat widget, video support, and community forums. The number of support questions is not limited. Daytona will use commercially reasonable efforts to respond to support questions promptly. Support availability and specific response times may vary based on the nature and complexity of the inquiry. Daytona reserves the right to modify support channels and procedures. Daytona will endeavor to inform customers of such modifications.
5. Account Registration and Security
To use the Services, you must create an Account and may be required to provide certain registration details or other information. You agree to keep your Account credentials confidential, and promptly notify Daytona of any unauthorized use. You are responsible for all activities that occur under your Account and the accuracy of the registration information you provide.
6. Pricing, Payment, and Taxes
Pricing - Current fees are listed on our Site (at https://www.daytona.io/pricing) or in a mutually agreed written order form. Fees may include subscription charges and usage-based charges. We reserve the right to modify fees and may do so by posting such modification on the Services or informing you through other reasonable methods.
Billing Cycle and Payment - Daytona bills monthly in arrears. If Daytona suspects fraud or non-payment risk, Daytona may bill more frequently. You agree to pay all fees associated with your Account and any applicable taxes or fees. Payments may be made via the methods provided on the Site or as otherwise agreed to in writing between the parties.
Negative Balance - If an Account balance goes negative, the Customer, including all Accounts associated with the Customer, may be suspended until the balance is paid or brought back to zero or positive.
Non-refundable - Except where required by law, payments are non-cancelable and non-refundable.
Taxes - Fees are exclusive of taxes. You are responsible for all taxes, duties, and similar assessments associated with the Services, except for taxes based on Daytona’s net income.
Overdue Payments - In the event that your payment is overdue, we have the right, in addition to remedies under these Terms or pursuant to applicable law, to (i) interest of 1.5% per month or the maximum rate allowed under applicable law, whichever is lower, until you have paid the full balance owed, plus any interest due, and/or (ii) reimbursement of collection costs (including attorneys’ fees) arising in connection with such overdue payment(s).
7. License Grant and Restrictions; Intellectual Property
Subject to your compliance with these Terms, Daytona grants you a limited, nonexclusive, non-transferable right to access and use the Services solely for your internal business purposes during the term. You may not and may not permit any third parties to:
Copy, modify, or create derivative works of the Services;
Distribute, resell, lease, or sublicense the Services to any third party or otherwise commercialize the Services in any way;
Reverse engineer, decompile, or attempt to discover the source code or underlying algorithms of the Services, except to the extent such restriction is prohibited by law;
Interfere with or disrupt the security, integrity, or performance of the Services;
Access the Services for the purpose of building, promoting, or otherwise in relation to a competitive product or service.
You obtain no right or license to use the Services or any part thereof except as expressly set forth in these Terms. Daytona reserves all rights in and to the Services, all content therein, and all intellectual property or proprietary rights therein and thereto.
8. Acceptable Use Policy
You agree not to:
Upload or transmit malware, illegal content, or material that infringes intellectual property rights;
Probe, scan, or test the vulnerability of any Daytona system without written permission;
Violate the privacy or data protection rights of any person;
Use the Services to commit or facilitate unlawful activity;
Delete the copyright or other proprietary rights notices within the Services or any part thereof.
Daytona may suspend your access immediately if Daytona reasonably believes you have violated this section.
9. Customer Content
Ownership - You retain all rights in Customer Content.
License to Daytona - You hereby grant Daytona a non-exclusive license to use Customer Content solely to provide the Services to you. Daytona does not use Customer Content to improve its services or train models, or for any purpose beyond fulfilling your requests.
Feedback - If you provide suggestions, ideas, comments, or other information related to the functions or features of the Services (“Feedback”), Daytona may use such Feedback to develop or improve the Services or other products and services without restriction. Daytona will own any such developments or improvements and will have no obligation to reimburse you or any third party for such Feedback.
10. Security and Data Protection
Daytona implements commercially reasonable technical and organizational measures designed to protect Customer Content against unauthorized access, use, or disclosure.
11. Term, Suspension, and Termination
Term - These Terms will continue to apply until terminated by you or Daytona as set forth below.
Suspension - Daytona may suspend your access immediately if: (a) required by law; (b) your use poses a security risk; (c) your Account is overdue by thirty days or more; (d) you breach these Terms.
Termination by Customer - You may terminate at any time by closing your Account and paying all outstanding fees.
Termination by Daytona - Daytona may terminate these Terms for convenience with thirty days’ notice.
Effect - Upon termination, you must cease all access and use of the Services. Sections that by their nature should survive will continue, including payment obligations, disclaimers, limitations of liability, and dispute resolution.
12. Warranties and Disclaimers
The Services and Site are provided “AS IS” and “AS AVAILABLE”. Daytona disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. Daytona does not warrant that the Services will be (i) uninterrupted, error-free, or secure, (ii) that Customer Content will not be lost, or (iii) that the Services will meet your requirements or produce any specific result.
13. Data Privacy
Customer shall ensure that any and all Customer Content, including without limitation, personal data, used by Customer in connection with these Terms is collected, processed, transferred, and used in full compliance with applicable data protection laws and that Customer has obtained all necessary authorizations and consents from any data subjects to process such personal data. For purposes of this section, “applicable data protection laws” means applicable data privacy, data protection, and cybersecurity laws, rules, and regulations, each as amended from time to time, including but not limited to: (a) the California Consumer Privacy Act of 2018, as amended by the California Privacy Rights Act, and any binding regulations issued under either Act; and (b) the EU General Data Protection Regulation 2016/679, including the applicable implementing legislation of each Member State. To the extent Daytona processes personal data on your behalf, the Data Processing Addendum is incorporated by reference into these Terms.
14. Confidentiality
Each party acknowledges that it may have access to certain confidential information of the other party, including but not limited to technical data, trade secrets, know-how, research, product plans, customers, customer lists, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information (“Confidential Information”). Each party agrees to hold and maintain all Confidential Information in confidence and not to (i) disclose such Confidential Information to third parties or (ii) use such Confidential Information except to exercise rights or perform obligations under these Terms, without the prior written consent of the disclosing party. These obligations shall not apply to information that: (a) is or becomes publicly available through no breach of this agreement; (b) is rightfully received by the receiving party from a third party without restriction; (c) is independently developed without use of Confidential Information; or (d) is required to be disclosed by law or court order, provided that the receiving party gives reasonable advance notice, unless prohibited by applicable law or court order, to allow the disclosing party to seek protection.
15. Limitation of Liability
To the fullest extent permitted by law, Daytona’s total cumulative liability for any direct damages arising out of or related to the Services, these Terms, or any data processing agreement will not exceed the greater of: (1) one hundred (100) US dollars; or (2) the total fees you paid to Daytona for the Services in the twelve (12) months preceding the event giving rise to the claim. Daytona will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or goodwill, even if advised of the possibility of such damages. This exclusion does not apply to liability for the loss of Customer Data where such loss results directly from Daytona’s failure to comply with its obligations under applicable data protection laws.
16. Uptime SLA
Daytona will use commercially reasonable efforts to make the Services available with all material features and services operating and available for use, in each calendar month, with an uptime percentage of 99.95% as displayed on https://status.app.daytona.io/. The calculations of uptime do not include: (a) scheduled maintenance time (Daytona will use commercially reasonable efforts to notify Customer in advance of any scheduled routine maintenance); (b) emergency maintenance time (non-scheduled) (Daytona will promptly notify Customer via email or through the Services of any non-scheduled or emergency maintenance and any other anticipated outages or performance degradation); (c) suspension or termination of your Account; (d) failure of Customer or third-party equipment, software or technology upon which the Services are dependent, including but not limited to cloud infrastructure services upon which the Services operate, and inaccessibility to the Internet, provided that such failure or inaccessibility is not caused by Daytona’s infrastructure and is otherwise outside of Daytona’s control; (e) force majeure events; (f) an attack on Daytona’s infrastructure, including without limitation, a denial of service attack or unauthorized access, provided that such attack did not occur as a result of Daytona’s failure to maintain industry standard organizational controls and technical measures; or (g) unavailability caused by Customer’s breach of these Terms. Service credits and additional details are governed by the Service Level Agreement, which is incorporated by reference into these Terms.
17. Indemnification
You will indemnify and hold harmless Daytona, its affiliates, and their officers, directors, employees, agents, assigns, and successors from any third-party claim arising from: (a) your use of the Services; (b) Customer Content; or (c) your violation of these Terms or applicable law. Daytona may assume the exclusive defense of any claim for which you must indemnify Daytona, and you will cooperate as reasonably requested.
18. Dispute Resolution, Arbitration, and Class Action Waiver
Any dispute arising out of or relating to these Terms or the Services will be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration will be in English and take place in Delaware, unless the parties agree otherwise. You and Daytona waive the right to a jury trial and to participate in class or representative actions. Either party may seek injunctive relief in a court of competent jurisdiction to protect intellectual property or prevent unauthorized access to the Services.
19. Changes to Terms
Daytona may update these Terms. If Daytona makes a material change, Daytona will use commercially reasonable efforts to notify you by email or through the Services at least thirty (30) days before the change takes effect. The updated Terms will apply on the effective date. Continued use after the effective date constitutes acceptance.
For certain products, services, software, or other offerings supplemental terms and conditions or documents may apply instead of, supersede, or take precedence over these Terms.
20. Governing Law and Venue
These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles. Subject to the arbitration requirement, the state and federal courts located in New Castle County, Delaware have exclusive jurisdiction.
21. Export Compliance
You must comply with all applicable export control and trade sanction laws when using the Services. You represent that you are not subject to any embargo or restriction that would prohibit your use of the Services.
22. Force Majeure
Daytona will not be liable for failure or delay in performance due to causes beyond its reasonable control, including without limitation natural disasters, acts of government, or internet disturbances.
23. Miscellaneous
Entire Agreement - These Terms constitute the entire agreement between you and Daytona and supersede prior agreements regarding the subject matter.
Assignment - You may not assign these Terms without Daytona’s prior written consent. Daytona may assign freely.
Severability - If a provision of these Terms is held illegal, invalid, or unenforceable, such provision shall be severable from these Terms and the remaining provisions shall remain in full effect. Further, in lieu of such illegal, invalid or unenforceable provision, there shall be added automatically as part of these Terms a provision as similar to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid, and enforceable.
Waiver - Failure to enforce any provision of these Terms or any right granted thereunder is not a waiver of future enforcement of any such provision or right.
Independent Contractors - The parties are independent contractors. These Terms do not create an agency, partnership, or joint venture.
24. Notices and Contact Information
Daytona Platforms Inc.
224 W 35th St, Ste 500 #297
New York, NY 10001
United States
Email: support@daytona.io