NUBEXA TERMS OF SERVICE
Last Updated: November 12, 2023
These Terms of Service, together with our Privacy Policy, Terms of Use, any additional policies, future amendments, and any applicable Order Forms (collectively, the “Agreement”), govern your access to, evaluation, purchase, and use of the Nubexa Services. Please read carefully.
This Agreement is entered into between Nubexa (“Nubexa,” “we,” “us,” or “our”) and you (“Customer,” “Partner,” or “you”).
By accessing or using the Services, browsing Nubexa websites, checking a box indicating acceptance, executing an Order Form referencing this Agreement, or using Free Services, you acknowledge that you have read, understood, and agree to be bound by this Agreement.
If you are entering into this Agreement on behalf of an entity, you represent that you have authority to bind such entity. If you do not have such authority or do not agree with these terms, you must not use the Services.
You may not access the Services if you are a direct competitor of Nubexa, except with our prior written consent. You may not access the Services for benchmarking, competitive analysis, or monitoring availability or performance.
1. DEFINITIONS
“Agreement” means these Terms of Service, the applicable Order Form(s), Privacy Policy, Terms of Use, and all referenced policies.
“Augmented Data” means data submitted by you for enrichment, verification, or correction using Nubexa databases, public sources, or third-party providers.
“Consulting Services” means professional services such as onboarding, training, integrations, or advisory services, subject to applicable fees.
“Confidential Information” means all non-public, proprietary, or confidential information disclosed by one party to the other, including business, technical, financial, operational, and strategic information. Confidential Information excludes information that is publicly known or independently developed.
“Customer” means an individual or legal entity that obtains Services directly from you.
“Documentation” means user guides, instructions, and technical descriptions provided by Nubexa.
“Free Services” means services or features provided without charge, including trials.
“Intellectual Property” and “Intellectual Property Rights” mean all worldwide rights in software, architectures, protocols, designs, trademarks, copyrights, patents, trade secrets, know-how, and related rights.
“Marketplace” means an online marketplace for third-party applications or services.
“Order Form” means a Nubexa-approved ordering document specifying subscription details.
“Platform” means the Nubexa software platform enabling access to Solutions.
“Purchased Services” means paid subscription services.
“Solutions” means products or services made available through the Platform.
“Services” means Purchased Services and Free Services, excluding third-party offerings.
“Your Data” means electronic data submitted by or on behalf of you.
“Users” means individuals authorized to use the Services.
2. SERVICES AND NUBEXA RESPONSIBILITIES
2.1 Provision of Services
Subject to this Agreement and applicable Order Forms, Nubexa will:
Provide standard or upgraded support as purchased; and
Use commercially reasonable efforts to make the Services available 24/7, except for scheduled maintenance, force majeure events, or Customer-caused outages.
2.2 Subscriptions, Upgrades, and Downgrades
Subscription details are described at https://nubexa.com
. Upgrades take effect immediately. Downgrades apply at the end of the current subscription term.
2.3 Free Services
Free Services may be terminated at any time without notice. Nubexa is not liable for damages arising from Free Services. You are responsible for exporting data before termination.
2.4 Modifications
We may modify Services to improve functionality. Material changes will be communicated in advance where required.
2.5 Consulting Services
Consulting Services are subject to separate fees and scope agreements.
3. CUSTOMER USE OF SERVICES
3.1 Acceptable Use
You must comply with the Terms of Use and Privacy Policy.
3.2 Restrictions
You may not:
Modify, copy, or create derivative works;
Reverse engineer or decompile;
Use automated scraping tools;
Interfere with service integrity;
Access without authorization.
3.3 Customer Responsibilities
You are responsible for:
User compliance;
Accuracy and legality of Your Data;
Preventing unauthorized access.
4. THIRD-PARTY SERVICES AND MARKETPLACE
Third-party solutions are governed by their own terms. Nubexa does not control or warrant third-party services and is not liable for them.
You may not bypass the Marketplace to contract directly with third-party providers introduced through Nubexa without consent.
5. SUBPROCESSORS AND PAYMENTS
5.1 Subprocessors
Nubexa uses subprocessors listed at:
https://nubexa.com/privacy/third-party-subprocessors
5.2 Payments and Stripe
Payments are processed via Stripe. You agree to Stripe’s terms. Nubexa is not responsible for Stripe’s services.
Chargebacks and refunds are your responsibility.
6. CONFIDENTIALITY
Each party shall protect Confidential Information using reasonable safeguards and use it solely to perform under this Agreement.
7. PUBLICITY
You grant Nubexa the right to use your name and logo in marketing materials unless you opt out in writing.
8. INDEMNIFICATION
You will indemnify Nubexa against third-party claims arising from:
Breach of this Agreement;
Misuse of Services;
Use of third-party products.
9. DISCLAIMER AND LIMITATION OF LIABILITY
9.1 Disclaimer
Services are provided “as is” and “as available.” Nubexa disclaims all warranties, express or implied.
9.2 Limitation of Liability
Nubexa’s total liability shall not exceed the lesser of:
USD $5,000; or
Fees paid in the six (6) months preceding the claim.
For Free Services, liability is limited to USD $100.
10. NO EXCLUSIVITY; INDEPENDENT CONTRACTORS
This Agreement does not create a partnership, agency, or joint venture. Nubexa may market Services independently.
11. NON-SOLICITATION
During the Agreement and for two (2) years thereafter, you may not solicit Nubexa employees or partners without consent.
12. MISCELLANEOUS
Entire Agreement: Supersedes prior agreements.
Amendments: Posted updates are binding.
Assignment: You may not assign without consent.
Governing Law: Laws of Mexico, excluding conflict-of-law rules.
Jurisdiction: Courts of Mexico City, Mexico.
CONTACT
📧 contact@nubexa.com