Last updated: January 2026
1. Scope and Applicability
1.1 These Terms and Conditions of Sale (“Terms”) govern the sale and resale of software products and services by Intergral, Inc., 22 Hopkins Place, Westford, MA 01886, United States (“Intergral Inc.”,”Intergral”, “we”, “us”).
1.2 These Terms apply exclusively to business customers and not to consumers.
1.3 These Terms apply to all quotes, orders, subscriptions, and contracts unless expressly agreed otherwise in writing by Intergral Inc.
2. Contract Formation
2.1 Quotes and offers issued by Intergral Inc. are non-binding and valid only for the period stated in the relevant quote.
2.2 A binding contract is formed when the Customer:
- accepts a quote electronically (including via Stripe),
- signs an order form,
- issues a purchase order referencing a quote, or
- makes payment.
2.3 Acceptance must occur before the quote expiry date. Late acceptance requires Intergral Inc.’s written confirmation.
2.4 Any terms or conditions provided by the Customer (including in purchase orders) are rejected unless expressly agreed in writing.
3. Products, Services, and Reseller Role
3.1 Intergral Inc. acts as a reseller and distributor of software products and services developed and owned by Intergral Information Solutions GmbH, a German company (“Intergral GmbH”).
3.2 Intergral Inc. does not own any intellectual property in the software products or services.
3.3 Products and services may include:
- on-premise software (e.g. FusionReactor),
- cloud-based SaaS services (e.g. FusionReactor Cloud / OpsPilot),
- related support, maintenance, and professional services.
3.4 The scope, pricing, subscription term, usage metrics and capacity definitions are defined in the applicable quote or order.
4. Capacity, Usage and Overage
4.1. Reserved Capacity
Customer subscriptions are based on a reserved capacity model.
- The Customer agrees to a defined level of reserved capacity for the applicable billing term (“Reserved Capacity”)
- Reserved Capacity may be expressed as:
- number of licensed seats (e.g. hosts or containers), or
- other usage-based units (e.g. data ingestion, traces, or metrics), depending on the product
Reserved Capacity represents the baseline level of service included in the Customer’s subscription.
4.2. Usage
- The Customer’s actual usage of the Services may vary during the billing term
- Intergral will measure usage continuously against the Reserved Capacity
- Intergral’s measurement of usage shall be final and binding unless manifestly erroneous.
- The Customer shall not attempt to circumvent or avoid usage measurement.
4.3. Overage
If the Customer’s usage exceeds the Reserved Capacity:
- Any use in excess of Reserved Capacity is permitted and will be treated as Overage unless otherwise agreed.
- Billing for Overage shall be based on Intergral’s recorded usage data
Intergral may invoice Overage:
- automatically via the Customer’s payment method on file, or
- via periodic invoicing (e.g. monthly or quarterly), where no automatic payment method is available
4.4. Payment Method
Intergral may require the Customer to maintain a valid payment method on file to support:
- automatic billing of Overage
- uninterrupted provision of Services
4.5. No Service Interruption
Unless otherwise agreed in writing:
- exceeding Reserved Capacity will not automatically result in suspension of Services
- instead, such usage will be treated as Overage and billed accordingly
4.6. Adjustments to Reserved Capacity
- The Customer may increase Reserved Capacity during the billing term, effective immediately
- Reductions to Reserved Capacity will only take effect at the start of the next renewal term
4.7. Transparency
Intergral will use reasonable efforts to:
- provide visibility into usage levels
- notify Customers as they approach or exceed Reserved Capacity
Such notifications are provided for convenience only and do not limit the Customer’s obligation to monitor usage or to pay for actual usage.
5. Order of Precedence
In the event of conflict, the following order applies:
- Quote or Order Form
- These Terms
- Applicable SaaS Service Terms (if any)
- End User License Agreement (EULA)
- Data Processing Agreement (DPA), if applicable
6. Prices, Taxes, and Fees
6.1 All prices are stated exclusive of sales tax and other applicable taxes unless expressly stated otherwise.
6.2 Sales tax will be calculated at invoicing based on the Customer’s location and tax status.
6.3 Tax-exempt Customers must provide a valid sales tax exemption certificate prior to invoicing. Failure to do so may result in tax being charged.
6.4 The Customer is responsible for all taxes, duties, or charges imposed by governmental authorities other than taxes on Intergral Inc.’s net income.
7. Payment Terms
7.1 Invoices are issued upon acceptance of a quote unless otherwise agreed.
7.2 Payment is due within 30 days of the invoice date.
7.3 Payment methods may include credit card and bank transfer, as made available via Stripe or otherwise agreed.
7.4 Late payments may accrue interest at the maximum rate permitted by applicable law, and Intergral Inc. may recover reasonable costs of collection as permitted by law.
8. Subscription Term and Termination
8.1 Subscription terms (monthly, annual, or multi-year) are defined in the applicable quote or order.
8.2 Subscriptions automatically renew for successive periods equal to the initial term unless terminated in writing at least 30 days prior to the end of the current term.
8.3 Either party may terminate for cause if the other party materially breaches these Terms and fails to cure within 30 days of written notice.
8.4 Termination does not release the Customer from payment obligations accrued prior to termination.
9. Intellectual Property and License Terms
9.1 All intellectual property rights in the software and services are owned exclusively by Intergral GmbH or its licensors.
9.2 Use of on-premise software is governed exclusively by the applicable End User License Agreement (EULA) issued by Intergral GmbH.
9.3 Use of SaaS services is governed by the applicable Service Terms and Acceptable Use Policy, if any.
9.4 No rights are granted except as expressly set out in the applicable product terms.
10. Liability
10.1 To the maximum extent permitted by law, Intergral Inc. shall not be liable for any indirect, incidental, consequential, special, or punitive damages, even if advised of the possibility of such damages.
10.2 Intergral Inc.’s total aggregate liability arising out of or related to these Terms shall not exceed the fees paid by the Customer to Intergral Inc. in the twelve (12) months preceding the event giving rise to the claim.
10.3 Nothing in these Terms limits liability for fraud or willful misconduct, or liability that cannot be excluded under applicable law.
11. Data Protection
11.1 Intergral Inc. processes personal data in accordance with applicable data protection laws.
11.2 Where Intergral Inc. or Intergral GmbH acts as a processor, a Data Processing Agreement (DPA) applies.
11.3 Further information is available in the Privacy Policy at:
https://www.intergral.com/privacy-statement/
12. Governing Law and Jurisdiction
12.1 These Terms and all contractual relationships are governed by the laws of the Commonwealth of Massachusetts, without regard to conflict of law principles.
12.2 Exclusive jurisdiction for all disputes lies with the state and federal courts located in Massachusetts, and the parties consent to such jurisdiction and venue.
13. Final Provisions
13.1 Intergral Inc. may update these Terms from time to time. Material changes will be communicated appropriately.
13.2 If any provision is held unenforceable, the remaining provisions remain in full force and effect.
13.3 These Terms constitute the entire agreement with respect to their subject matter.
Contact
Intergral, Inc.
22 Hopkins Place
Westford, MA 01886
United States
Email: