Please read this End-User License Agreement ("Agreement") carefully before using the XAPHOS software as a service ("Service"). By using the Service, you ("Customer" or "you") acknowledge that you have read this Agreement, understand it, and agree to be bound by its terms and conditions. If you are entering into this 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 these terms and conditions, you must not accept this Agreement and may not use the Service.

1. License Grant & Restrictions

XAPHOS, hereby grants you a non-exclusive, non-transferable, worldwide right to use the Service, solely for your own internal business purposes, subject to the terms and conditions of this Agreement. All rights not expressly granted to you are reserved by XAPHOS and its licensors.

You may not access the Service if you are a direct competitor of XAPHOS, except with XAPHOS's prior written consent. In addition, you may not access the Service for purposes of monitoring its availability, performance, or functionality, or for any other benchmarking or competitive purposes.

2. Your Responsibilities

You are responsible for all activity occurring under your User accounts and shall abide by all applicable local, state, national, and foreign laws, treaties, and regulations in connection with your use of the Service, including those related to data privacy, international communications, and the transmission of technical or personal data.

3. Intellectual Property Rights

You acknowledge that XAPHOS owns all right, title, and interest in and to the Service, including, without limitation, all intellectual property rights, and such rights are protected by international intellectual property laws. You agree that you will not copy, reproduce, alter, modify, or create derivative works from the Service.

4. Confidentiality

You agree to maintain the confidentiality of the XAPHOS's Confidential Information and to prevent unauthorized disclosure or use thereof.

5. Warranties and Disclaimers

XAPHOS does not warrant that the Service will be uninterrupted or error-free; nor does it make any warranty as to the results that may be obtained from use of the Service.

6. Limitation of Liability

In no event shall XAPHOS be liable for any indirect, punitive, special, exemplary, incidental, consequential, or other damages of any type or kind.

7. Termination

XAPHOS may terminate this Agreement or restrict access to the Service at any time, with or without cause, with immediate effect.

8. Governing Law

This Agreement shall be governed by the laws of Germany without regard to the conflict of laws principles thereof.

9. General Provisions

This Agreement constitutes the entire agreement between you and XAPHOS and supersedes all prior or contemporaneous negotiations, discussions, or agreements, whether written or oral, between the parties regarding the subject matter contained herein.

In witness whereof, the Parties have executed this Agreement as of the date first below written.

Last Updated: 10.04.2024