Terms and Conditions

This End-User License Agreement (“EULA”) is a legal agreement between you and BotXO (last updated on November 30, 2018).

This EULA agreement governs your acquisition and use of our BotXO Platform software (“Software”) directly from BotXO or indirectly through a BotXO authorized reseller or distributor (a “Reseller”).

Please read this EULA agreement carefully before signing in and using the BotXO Platform software. It provides a license to use the BotXO Platform software and contains warranty information and liability disclaimers.

If you register for a free trial of the BotXO Platform software, this EULA agreement will also govern that trial. By accepting or installing and/or using the BotXO Platform software, you are confirming your acceptance of the Software and agreeing to become bound by the terms of this EULA agreement.

If you are entering into this EULA agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these terms and conditions. If you do not have such authority or if you do not agree with the terms and conditions of this EULA agreement, do not install or use the Software, and you must not accept this EULA agreement.

This EULA agreement shall apply only to the Software supplied by BotXO herewith regardless of whether other software is referred to or described herein. The terms also apply to any BotXO updates, supplements, Internet-based services, and support services for the Software, unless other terms accompany those items on delivery. If so, those terms apply.

1. This Service

The BotXO (Service) is provided by BotXO (us, we) to you. Your use of this Service and any additional services introduced by us and contained within constitutes acceptance by you of these Terms & Conditions.

1.1 License Grant

BotXO hereby grants you a personal, non-transferable, non-exclusive license to use the BotXO Platform software on your devices in accordance with the terms of this EULA agreement.

You are permitted to load the BotXO Platform software (for example a PC, laptop, mobile or tablet) under your control. You are responsible for ensuring your device meets the minimum requirements of the BotXO Platform software.

You are not permitted to:

– Edit, alter, modify, adapt, translate or otherwise change the whole or any part of the Software nor permit the whole or any part of the Software to be combined with or become incorporated in any other software, nor decompile, disassemble or reverse engineer the Software or attempt to do any such things

– Reproduce, copy, distribute, resell or otherwise use the Software for any commercial purpose

– Allow any third party to use the Software on behalf of or for the benefit of any third party

– Use the Software in any way which breaches any applicable local, national or international law

– use the Software for any purpose that BotXO considers is a breach of this EULA agreement

1.2 Intellectual Property and Ownership

BotXO shall at all times retain ownership of the Software as originally accessed and/or downloaded by you and all subsequent usage of the Software by you. The Software (and the copyright, and other intellectual property rights of whatever nature in the Software, including any modifications made thereto) are and shall remain the property of BotXO.

2. Eligibility

You must be a minimum age of 18 to register on and use the Service. By registering and using the Service you warrant that you are 18 or older and understand your obligations under these Terms & Conditions.

3. Registration and Account Integrity

3.1 As part of the registration process you will need to create an account, including a username & password. It is your responsibility to ensure that the information you provide is accurate, not misleading and relates to you. You cannot create an account or username & password using the names and information of another person or using words that are the trademarks or the property of another party (including ours), or vulgar, obscene or in any other way inappropriate. We reserve the right with or without notice to suspend or terminate any account in breach.

3.2 Where we provide an organisation with a number of user licenses / subscriptions for the Service these must be adhered to. Only one person may use an account, the account cannot be shared amongst multiple individuals. If needed, multiple user accounts can be created under a single company. A breach of this clause will result in termination of the abused accounts and/or all accounts provided to the organisation.

3.3 If for any reason you suspect that your username & password has been disclosed to or obtained by another party you should contact us immediately. Please note that we never contact users requesting them to confirm their username & password or other details.

4. Pricing, Plans and Features

4.1 For current pricing and plans please see the pricing page located on our website.

4.2 We reserve the right to change pricing, plans and the features offered at any time and without notice to you.

5. Payment and Credit Control

5.1 All software subscription are billed in advance on a net-8 payment term. Additional consumption billed in monthly arrears.

5.2 When your free or trial period is over, you will automatically upgrade to the minimum subscription plan as listed on the pricing page located on our website and you will be immediately charged for a minimum of 1 month in advance of the subscription plan.

5.3 Where the Service has been paid for 12 months in advance, (where this option is offered by us) payment will be taken in full on each anniversary.

5.4 Where a credit or debit card payment request is made by us and is declined by your card company or bank (for whatever reason) access to your account or accounts may be suspended immediately until such time as a valid payment has been processed and a valid credit or debit card is associated with your account or accounts.

6. Cancellation

6.1 If you are on a 1 to 11 months commitment, you may cancel your account or accounts at any time.

6.2 If you are on a minimum 12 months commitment, you may cancel your account or accounts until 90 days before the renewal date.

6.3 Cancellation should be done using the facility provided within the Service or via email.

6.4 Cancellation by any other means, including (but not limited to), telephone call, fax, text or instant message is not valid.

6.5 Your plan will automatically renew unless cancelled.

6.6 No refunds will be provided for remaining unused days.

7. Upgrading or Downgrading Accounts

7.1 If made available as part of the Service, users have the ability to upgrade or downgrade their accounts and the services offered at any time.

7.2 Where an account is downgraded the applicable user will be responsible for all the data within the account and any loss of data caused by the downgrading and removal of any service within the account connected to the downgrade.

7.4 Where an account is upgraded the new higher monthly charge will be automatically applied on the next usual date of the monthly charge.

7.5 Where a 12-month account is upgraded the increased charge will be applied immediately to the account for the additional amount due until the anniversary date.

8. Trial and Offer Periods

8.1 Trial or offer periods are offered at our sole discretion and are subject to withdrawal at any time and without notice.

8.2 These Terms and Conditions apply to all types of accounts.

9. Technical Support

9.1 Technical support is provided via email and such other means as we decide in order to provide a proper service to users.

9.2 We reserve the right not to provide a full technical support service to free or trial account users.

10. Specific Service Rules

10.1 As a user you agree not to do any of the following:

1. Abuse, harass, threaten, stalk, defame or in anyway seek to violate the rights of another user or third party.
2. Publish or seek to distribute any material or information that is unlawful, harmful, obscene, indecent, libellous, profane, defamatory, racist, or in any other way inappropriate or objectionable.
3. Use or harvest data provided by other users in a way that they would object to.
4. Encourage illegal activity or activity that violates the rights of other Service users or third parties, whether individuals or organisations.
5. Supply or post content calculated to deliberately mislead other users or third parties, including content falsely made to appear from or be endorsed by us.
6. To pose as another user, third party or organisation employee for the purposes of obtaining user or third party information.
7. To transmit or transfer any viruses, trojans, worms or any other malicious programs or code intended to spy on, gain control over, disrupt, destroy or in any other way impair any computer hardware or software or any other equipment.
8. Attempt to gain access to our servers or other equipment in order to disrupt, impair, overload or otherwise hinder or compromise the safety, security or privacy of any of the services provided by or relied upon by us and users.9. Re-frame or re-purpose the Service or any content on it, remove, obscure or block any notices (and advertising as applicable) provided by us on the Service.
9. Load or provide access to content on the Service or link to other content from the Service, which infringes the trademark, patent, trade secret or any other proprietary right of a third party or infringes any intellectual property law.
10. Send junk or spam email or emails or posts promoting pyramid schemes, chain letters or any other activity that invites users and others to participate in wasting their time and/or money.
11. Use any robot, spider, scraper or other technical means to access the Service or any content on the Service.

10.2 If you breach these Terms & Conditions by sending any unsolicited bulk email, (spam) or any other bulk communications to users your actions will cause harm to us and to the Service.

10.3 The above list is not intended to be exhaustive. We reserve the right to remove (with or without notice) any content and suspend or terminate (with or without notice) the account of any user who in our sole judgement is in breach of these Terms and Conditions.

11. Content Ownership

11.1 As a user you retain all ownership rights to content provided by you.

11.2 You warrant that any content provided by you does not belong to a third party whose rights have been violated by the content being posted on to the Service. Furthermore if any content is owned by a third party you agree to pay all royalties, fines and settlements owed to that party, without seeking any contribution from us.

12. Copyrighted Material

12.1 We do not condone or encourage in any way the posting of copyrighted or proprietary content or information by any users who are not the legal owners of such content.

12.2 Where notified of such breaches by the owner of such content we will remove the content from the Service as soon as practicable. But only where we can reasonably ascertain the true owner of such content.

12.3 If as the owner of such content you believe that your rights have been infringed you should contact us as soon as possible and provide all relevant information in writing.

13. Content Monitoring

Users can freely add content to the Service. We do not monitor or assume any responsibility for content posted onto the Service. If at any time we decide to monitor the Service on any occasion it does not mean that we assume responsibility for removing any content or the conduct of any users at the time or in the future.

14. Termination

14.1 We may terminate your user account and all content and materials associated with it at any time where these Terms & Conditions have been breached. Such termination can be with or without notice. As a user you can choose to terminate your account at any time (subject to any payment plan entered into) and are free to remove any content you have created on termination.

14.2 Various clauses within these Terms & Conditions are designed to survive and continue after termination, including (but not limited to) clauses 11 and 18.

15. Access and Backups

15.1 We take all reasonable steps to ensure that the Service is available and functioning fully at all times. However, we do not accept any responsibility for “down-time” or poor performance of our servers or infrastructure, or where the Service is unavailable for any other reason, whether within or outside our direct control.

15.2 You are solely responsible for backing up any content or data entered onto the Service by you. We strongly recommend that you regularly and completely backup all of your content and data on the Service.

16. Disclaimer

16.1 We are not responsible for the accuracy of any content on the Service, nor any advertisements placed on the Service.

16.2 We are not responsible for any links to third party websites from the Service and the inclusion of any link does not imply an endorsement of a third party website or service by us.

17. Limitation of Liability

We shall not be liable for any indirect, consequential, exemplary, incidental, special or punitive damages, including loss of profits.

18. Indemnity

You agree to indemnify and hold us and our subsidiaries, affiliates and partners and their respective officers and employees harmless from any loss, fines, fees, liability or claim made by any third party arising from your breach of these Terms & Conditions whilst using the Service or any other service provided by us.

19. Privacy

Use of the Service is also governed by our Privacy Policy, which is incorporated into these Terms & Conditions by this reference.

20. Severability

The foregoing paragraphs, sub-paragraphs and clauses of these Terms & Conditions shall be read and construed independently of each other. Should any part of this agreement or its paragraphs, sub-paragraphs or clauses be found invalid it shall not affect the remaining paragraphs, sub-paragraphs and clauses.

21. Waiver

Failure by us to enforce any accrued rights under these Terms & Conditions is not to be taken as or deemed to be a waiver of those rights unless we acknowledge the waiver in writing.

22. Jurisdiction

These Terms & Conditions shall be interpreted, construed and enforced in accordance with Danish law and shall be subject to the exclusive jurisdiction of the Danish Courts.

23. Data Protection Addendum

If you are a paying subscriber to the Service, to the extent that BotXO processes any Personal Information (as defined in the DPA) contained in User Content that is subject to the GDPR (as defined in the DPA), on your behalf, in the provision of the Service, the terms of the data processing agreement at: botxo.ai/dpa  (“DPA”), which are hereby incorporated by reference, shall apply and the parties agree to comply with such terms. For the purposes of the Standard Contractual Clauses attached to the DPA, when you are the data exporter, your agreeing to these Terms of Service shall be treated as signing of the DPA, including, without limitation, the Standard Contractual Clauses and their Appendices.

24. Contact

Should you have any questions, please send us an email at [email protected].

// BotXO