Terms & Conditions of Service

1. Acceptance of Terms

By accessing, installing, or using our software applications, hosted platforms, and associated Application Programming Interfaces (APIs) (collectively, the "System"), you ("Client" or "User") agree to be bound by these Terms and Conditions ("Terms"). If you are agreeing to these Terms on behalf of an entity, you represent and warrant that you have the authority to bind that entity.

2. License Grant & System Usage

Scope of License: Subject to compliance with these Terms and payment of applicable fees, the Company grants the Client a non-exclusive, non-transferable, limited license to access and use the System solely for internal business operations.

Restrictions: Client shall not reverse engineer, decompile, disassemble, or attempt to derive the source code of the System; sublicense, lease, or resell the System; or use the System to build a competitive product.

3. API Access and Protocol Terms

API Credentials: API keys and access tokens provided by the Company are strictly confidential. Client is solely responsible for maintaining security credentials and all activities occurring under its API keys.

Rate Limits & Fair Use: The Company reserves the right to enforce rate limits, throttling, or request caps on API endpoints to ensure system stability. Exceeding limits may result in temporary suspension of API access.

Acceptable API Use: Client agrees not to use APIs to scrape data, transmit malicious code, launch denial-of-service attacks, or bypass system authentication mechanisms.

Deprecation Policy: The Company may update or deprecate API endpoints with reasonable advance notice. Client is responsible for modifying its integrated applications to support API version updates.

4. Mutual Confidentiality

Confidential Information: Both the Company and the Client agree that all proprietary information, software architecture, technical specs, business logic, API endpoints, trade secrets, and non-public data exchanged during the use or implementation of the System shall be treated as strictly confidential.

Non-Disclosure Obligations: Neither party shall disclose, publish, or reveal the other party's Confidential Information to any third party without prior written consent, except to employees, contractors, or legal/financial advisors who require access for system execution and are bound by equivalent confidentiality obligations.

Exceptions: Confidential Information does not include information that is or becomes publicly known through no breach, was already known prior to disclosure, or is required to be disclosed by law or court order.

5. Data Ownership, Backups & Client Responsibilities

Data Ownership & Backup Responsibility: Client retains all rights, title, and interest in data transmitted, processed, or stored through the System ("Client Data"). Client is solely responsible for maintaining, managing, and creating independent backups of all Client Data.

Limitation of Data & Calculation Responsibility: The Company is not responsible or liable for any data loss, corruption, misconfiguration, or processing/calculation errors occurring within the System, whether caused by software updates, user input errors, or system failure.

6. Limitation of Liability & Disclaimer of Warranties

The System and APIs are provided "as is" and "as available" without warranties of any kind, whether express or implied. In no event shall the Company be liable for indirect, incidental, consequential, or punitive damages (including lost data, calculation discrepancies, or operational downtime). The Company's total cumulative liability under these Terms shall not exceed the fees paid by the Client to the Company in the twelve (12) months preceding the claim.

7. Termination & Data Rights Upon Termination

Suspension or Revocation: The Company reserves the right to immediately suspend or revoke access to the System or API keys in the event of a material breach, security threat, or non-payment. Upon termination, all licenses immediately cease and Client must stop all API integrations.

Post-Termination Data Ownership & Retrieval Limit: Upon termination, the Client retains full ownership of all data saved or generated by the System. However, the Company carries no responsibility, duty, or obligation to extract, retrieve, export, migrate, or transfer such data to any other media, storage system, or third-party platform.