Welcome to Sudo Software & E-Commerce Co., Ltd. ("Sudo", "we", "us", or "our"). These Terms of Service ("Agreement" or "MSA"), together with any executed Commercial Service Contracts, Statements of Work (SOW), Software Requirements Specifications (SRS), and our Privacy & Data Protection Policy, constitute a legally binding agreement between Sudo and the organization, enterprise, or individual ("Client" or "you") registering for, contracting, or using any technology service provided by Sudo.

Please read this Agreement carefully. By executing a contract, registering an account, submitting a service order, or remitting any payment to Sudo, the Client acknowledges that they have read, understood, and agreed to be bound by all terms and conditions set forth below.

Article 1: Scope of application

This Agreement governs all software engineering, cloud infrastructure, and digital services researched, developed, distributed, and operated directly by Sudo, including but not limited to:

  • Custom enterprise software development: Including industry-specific business management ecosystems (HRM, CRM, Digital Warranty, Salon/Spa & Clinic Booking Platforms, Multi-branch Inventory WMS, POS & SCM);
  • Enterprise web design and engineering: Corporate web ecosystems, high-concurrency e-commerce platforms, and custom B2B/B2C web portals;
  • Mobile application development (Mobile App): Native iOS, Native Android, and Cross-platform (Flutter / React Native) applications;
  • Enterprise API, ERP & third-party system integration: Payment gateways, WhatsApp Business API, logistics, and accounting/ERP synchronization;
  • Cloud server & hosting infrastructure: Akamai (Linode) Cloud Server, Managed Kubernetes, VPS, Dedicated Servers, and High-Availability Web Hosting;
  • DevOps & system maintenance services: 24/7 infrastructure monitoring, emergency incident response, source code takeover, and SLA-backed maintenance;
  • Domain name registration & management: International gTLDs (.com, .net, .org, .io), European/Swiss ccTLDs (.ch, .eu, .de), and Vietnam ccTLDs (.vn).

Article 2: Definitions

In this Agreement, the following terms shall have the meanings set forth below:

  • "Sudo": Sudo Software & E-Commerce Co., Ltd., the provider of software engineering and digital infrastructure services.
  • "Client": Any corporation, enterprise, organization, or individual entering into a contract or utilizing Sudo’s services.
  • "Software Requirements Specification (SRS / Scope of Work)": The detailed technical specification document defining the functional scope, business logic, UI/UX workflows, and technical standards mutually agreed upon in writing prior to or during project execution.
  • "Source Code": The collection of programming statements, scripts, and database schemas engineered by Sudo to operate the software or web platform.
  • "Change Request (CR)": Any request to add, modify, or expand features, workflows, or UI layouts beyond the baseline Software Requirements Specification (SRS) already signed off by both parties.
  • "Service Uptime": The percentage of time during a calendar month that the hosted server infrastructure is operational and accessible via the Internet.

Article 3: Custom software, enterprise web, and mobile app development

3.1. Milestone-based delivery and acceptance (UAT)

  • Projects are executed across structured milestones as defined in the contract: (1) Discovery & SRS Documentation; (2) UI/UX Design & Prototyping in Figma; (3) Agile Software Engineering & QA Testing; (4) Staging Deployment & User Acceptance Testing (UAT); (5) Final Acceptance & Production Handover.
  • The Client is responsible for participating in UAT testing and providing consolidated written feedback within the agreed review window (typically 05 to 07 business days from the delivery notification of each milestone). If the Client provides no written objection within this period, the delivered milestone shall be deemed formally accepted.

3.2. Change request (CR) management

  • Sudo commits to delivering 100% of the functional scope specified in the approved SRS document.
  • Any request to alter business logic, add new features, or redesign approved UI screens after milestone sign-off shall be treated as a Change Request (CR). Sudo will provide a technical impact assessment, cost estimate, and timeline adjustment for both parties to execute a written Contract Addendum prior to implementation.

3.3. Application store approval (Apple App Store & Google Play)

  • For Mobile App development projects, Sudo commits to adhering to official platform architecture guidelines and handling all technical review requirements until the application is approved for publication.
  • Disclaimer: Sudo shall not be held liable if an application is rejected, suspended, or removed by Apple or Google due to: copyright-infringing content or assets supplied by the Client; the Client lacking mandatory regulatory licenses for restricted industries (fintech, healthcare, insurance, gaming, etc.); or the Client violating platform developer terms and community guidelines.

Article 4: Intellectual property rights and source code handover

4.1. Conditions for source code ownership transfer

  • Sudo upholds a strict policy of 100% clean source code handover, empowering the Client with full autonomy over their digital assets and eliminating vendor lock-in.
  • Transfer condition: Full intellectual property rights and ownership of the custom source code are formally transferred to the Client only after the Client has fulfilled 100% of all payment obligations under the Commercial Contract. Sudo retains full legal title and ownership of all source code and deliverables until full payment is received.

4.2. Open-source libraries and third-party frameworks

Delivered source code may incorporate industry-standard open-source frameworks and libraries (such as Laravel, Vue.js, React, Flutter, Node.js) distributed under permissive open-source licenses (MIT, Apache 2.0, BSD). Usage rights for such components remain governed by their respective open-source licenses.

Article 5: Cloud server infrastructure and DevOps services

5.1. Acceptable & fair usage policy (AUP)

Clients utilizing Sudo’s Cloud Server, VPS, Managed Kubernetes, Hosting, or Email infrastructure agree to strictly comply with the following rules:

  • Zero tolerance for SPAM: Sending unsolicited bulk email (SPAM, mass marketing blasts, mail bombs) or operating open mail relays that compromise the reputation of Sudo’s IP ranges is strictly prohibited.
  • Prohibition of malicious activities: Servers must never be used for port/vulnerability scanning, launching DDoS/DoS attacks, hosting malware, ransomware, command-and-control (C2) botnets, or unauthorized cryptocurrency mining.
  • Prohibition of unlawful content: Hosting phishing sites, fraudulent schemes, illegal gambling, obscene/illegal pornography, or content that infringes upon third-party intellectual property rights or applicable European, Swiss, or international laws is strictly forbidden.

5.2. Right to suspend for infrastructure protection

If a Client’s server violates the Acceptable Usage Policy above or becomes the target/source of a severe cyberattack threatening wider network stability, Sudo reserves the right to immediately isolate or suspend the affected instance without prior notice to contain the threat, and will promptly notify the Client to coordinate remediation.

Article 6: Domain name registration and renewal services

6.1. Registrant responsibilities

  • The domain registrant bears sole legal responsibility for the lawful selection and use of the domain name, ensuring it does not infringe upon third-party trademarks or intellectual property rights under the rules of ICANN, European registries (such as SWITCH for .ch or EURid for .eu), or VNNIC (for .vn).
  • The registrant must provide accurate WHOIS contact details and complete any mandatory registry identity verification (KYC / corporate registration documents) within 07 days of registration; failure to do so may result in registry-enforced domain suspension.

6.2. Domain maintenance and renewal

  • The Client is responsible for monitoring domain expiration dates and remitting renewal fees prior to expiration. Sudo shall not be liable for domain suspension, redemption fees, or loss of domain ownership resulting from late renewal payment by the Client.
  • Expired domains are subject to the standard domain lifecycle and redemption rules enforced by ICANN and the respective country-code registries.

Article 7: Service level agreement (SLA) commitments

  • Sudo guarantees a monthly network and infrastructure availability of 99.9% Uptime for managed Cloud Server and hosting services.
  • Uptime calculations exclude: (1) Scheduled maintenance windows announced at least 24 hours in advance; (2) Downtime caused by Client-side source code errors, unauthorized configuration changes, or application-level resource exhaustion; (3) Force Majeure events or upstream Tier-1 international network disruptions beyond Sudo’s reasonable control.
  • For Clients under an active DevOps & Maintenance SLA contract, our initial engineering response time for critical incidents (Priority P0/P1) is guaranteed within 15 to 30 minutes, 24/7.

Article 8: Technical warranty, acceptance, and refund policy

8.1. 12-month technical warranty policy

  • All custom software, web platforms, and mobile applications engineered by Sudo include a complimentary 12-month technical warranty commencing from the date of final acceptance handover.
  • Warranty coverage includes: resolving programming defects (bugs) and rectifying any functions that deviate from the approved baseline SRS specification.
  • Warranty coverage excludes: issues caused by unauthorized third-party modifications to the source code, server compromises resulting from Client administrative negligence, or requests for new features outside the original contract scope.

8.2. Refund policy

To ensure fairness and reflect the nature of dedicated engineering labor in custom software development:

  • Custom software, web & mobile app development: Payments for completed or accepted project milestones are non-refundable once engineering work has been performed in accordance with the contract. Any quality discrepancies shall be resolved by Sudo rectifying and completing the deliverables to match the approved SRS specification.
  • Domain name registrations: Non-refundable once the domain has been successfully registered with the registry (ICANN / SWITCH / VNNIC).
  • Prepaid cloud server & hosting services: Clients are entitled to a pro-rata refund of unused prepaid service months if Sudo fails to maintain an Uptime SLA above 95% for two (02) consecutive months without remediation.

Article 9: Payment obligations and service suspension

  • The Client agrees to remit payments on schedule according to the contract milestones or recurring infrastructure renewal invoices.
  • For recurring Cloud Server, hosting, and maintenance services: if an invoice remains unpaid past its due date, the system will automatically suspend the service. If payment is not received within 15 days following suspension, Sudo reserves the right to permanently terminate the instance and purge hosted data to reclaim hardware resources.
  • The Client bears sole responsibility for any business interruption resulting from delayed payment of recurring infrastructure fees.

Article 10: Limitation of liability and indemnification

  • Exclusion of consequential damages: Under no circumstances shall Sudo be liable for any indirect, incidental, special, or consequential damages, including loss of anticipated profits, loss of revenue, loss of data due to lack of Client backups, business interruption, or reputational harm.
  • Cap on aggregate liability: In the event of direct damages proven before a competent court to have resulted directly from Sudo’s willful misconduct or gross negligence, Sudo’s total aggregate liability across all claims shall in no event exceed the total recurring service fees actually paid by the Client to Sudo during the preceding three (03) months (for recurring infrastructure/maintenance services) or exceed ten percent (10%) of the total contract value (for custom software development contracts).

Article 11: Force majeure

Neither party shall be deemed in breach of contract or liable for damages if a delay or failure to perform its obligations results from a Force Majeure event beyond its reasonable control, including but not limited to: natural disasters, fire, flood, epidemic, war, civil unrest, large-scale international submarine cable cuts, national power grid failures, or abrupt changes in statutory laws or government regulations.

Article 12: Governing law and dispute resolution

  • Unless otherwise specified in a dedicated bilateral Master Service Agreement (MSA) executed with our European office, this Agreement shall be governed by and construed in accordance with the laws of Vietnam and international commercial practices.
  • Any dispute arising out of or in connection with the performance of services shall first be addressed through good-faith executive negotiation and mediation within thirty (30) days.
  • If a dispute cannot be resolved amicably within thirty (30) days, it shall be submitted to the competent court in Hanoi, Vietnam (or the jurisdiction explicitly designated in the Client’s executed Commercial Contract). The final judgment of the court shall be binding upon both parties.

Article 13: Service provider corporate information

Sudo Software & E-Commerce Co., Ltd.

  • D-U-N-S® Number (Global Business Identifier): 55-678-2017
  • Company Registration Number: 0107082414
  • European Office (Switzerland): Dorfstrasse 14, 8956 Killwangen, Aargau, Switzerland
  • Executive Office (Hanoi, Vietnam): 3rd Floor - Dolphin Plaza (Tower 3-4), 6 Nguyen Hoang St., Tu Liem, Hanoi, Vietnam
  • Registered Headquarters (Vietnam): 19 Co Van, Viet Hung, Dong Anh, Hanoi, Vietnam
  • Vinh R&D Center (Vietnam): 14th Floor (Nghe An Petro Tower), 7 Quang Trung St., Vinh, Nghe An, Vietnam
  • Switzerland & WhatsApp: +41 77 530 43 73 | Global & Technical Hotline: +84 989 022 022 / +84 819 022 022
  • Official Corporate Email: info@sudo.vn
  • Centralized Technical Support Portal: www.support.sudo.vn

These Terms of Service are officially effective as of 19 October 2026 and supersede all previous versions.