Welcome to our software-as-a-service (SaaS) platform (the "Platform") provided by Xmars (the "Company"). This agreement (the "Agreement") governs your use of the Platform. By using the Platform, you agree to be bound by this Agreement, so please read it carefully. If you do not agree to the terms and conditions of this Agreement, you may not use the Platform.
Xmars hereby grants you a non-exclusive, non-transferable, revocable license to access and use the Platform for your internal business purposes, subject to the terms and conditions of this Agreement. You acknowledge that the Platform is the property of Xmars and that you do not acquire any ownership rights in the Platform.
In order to use the Platform, you must create a user account. You agree to provide accurate, complete, and up-to-date information when creating your account, and to keep your account information current. You are responsible for maintaining the confidentiality of your account login credentials, and you agree not to share them with anyone else. You agree to immediately notify Xmars of any unauthorized use of your account or any other breach of security.
You agree to pay all fees associated with your use of the Platform in accordance with the pricing plan selected by you. Xmars reserves the right to change its pricing plans at any time upon notice to you. All fees are non-refundable, except as expressly provided in this Agreement. You agree to provide Xmars with valid and updated payment information, and authorize Xmars to charge your payment method for all fees due under this Agreement.
Xmars owns all intellectual property rights in the Platform, including without limitation all software, designs, graphics, and other materials used or displayed on the Platform. You agree not to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, or services obtained from the Platform. You acknowledge that any unauthorized use of the Platform or any of its content may violate applicable copyright, trademark, or other intellectual property laws.
Both parties agree to keep confidential all non-public information received from the other party in connection with this Agreement, including without limitation any trade secrets, know-how, technical data, business plans, customer lists, and financial information. This obligation of confidentiality shall survive the termination of this Agreement. You acknowledge that any breach of this confidentiality provision may cause irreparable harm to Xmars for which monetary damages may be inadequate, and that Xmars may seek injunctive relief to prevent such breach or further breach.
Xmars respects your privacy and is committed to protecting your personal data. Xmars's privacy policy (the "Privacy Policy") describes how Xmars collects, uses, and shares your personal data. By using the Platform, you agree to the terms of the Privacy Policy, which is incorporated into this Agreement by reference.
Xmars respects your privacy and is committed to protecting your personal data. Xmars's privacy policy (the "Privacy Policy") describes how Xmars collects, uses, and shares your personal data. By using the Platform, you agree to the terms of the Privacy Policy, which is incorporated into this Agreement by reference.
Xmars represents and warrants that it has the right and authority to enter into this Agreement and to grant you the license to use the Platform as set forth herein. You represent and warrant that you have the right and authority to enter into this Agreement and to perform your obligations hereunder. You further represent and warrant that your use of the Platform will not violate any applicable law or regulation, or infringe upon any third party's intellectual property rights or other proprietary rights.
Xmars shall not be liable for any damages arising out of or in connection with your use of the Platform, including without limitation but not limited to, any direct, indirect, incidental, special, or consequential damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, even if Xmars has been advised of the possibility of such damages. Xmars's total liability under this Agreement shall not exceed the fees paid by you to Xmars for use of the Platform during the six (6) month period preceding the event giving rise to the liability.
You agree to indemnify, defend, and hold harmless Xmars and its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with your use of the Platform, any breach by you of this Agreement, or any violation by you of any law or the rights of any third party.
This Agreement shall remain in effect until terminated by either party. You may terminate this Agreement at any time by ceasing to use the Platform. Xmars may terminate this Agreement at any time for any reason, with or without notice to you. Upon termination of this Agreement, your license to use the Platform shall immediately terminate, and you shall immediately cease all use of the Platform.
This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of law principles. Any dispute arising out of or in connection with this Agreement shall be resolved in the state or federal courts located in San Francisco, California.
This Agreement, together with the Privacy Policy, constitutes the entire agreement between you and Xmars with respect to the subject matter hereof, and supersedes all prior or contemporaneous agreements, negotiations, representations, and understandings between the parties, whether oral or written. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.
If you have any questions or concerns about this Agreement, please contact us at info@xmars.com.