Last updated on March 28, 2024
Last Updated: March 28, 2024
Welcome to XentOps. These Terms and Conditions (“Terms”) constitute a legally binding agreement between you (either an individual or a single entity) and XentOps, Inc. (“XentOps,” “we,” “us,” or “our”) governing your access to and use of the XentOps application, website, APIs, and services (collectively, the “Service”).
By accessing or using our Service, you agree to be bound by these Terms. If you do not agree to these Terms, do not access or use our Service.
XentOps provides a cloud-based software-as-a-service platform that helps businesses optimize their cloud costs through analytics, recommendations, and automation. The Service includes, but is not limited to, cost analysis, reservation optimization recommendations, budget forecasting, alerts, and related functionalities across multiple cloud providers including but not limited to Amazon Web Services (AWS), Microsoft Azure, Google Cloud Platform (GCP), and others.
2.1. Account Creation: To use certain features of the Service, you must register for an account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete.
2.2. Account Security: You are responsible for safeguarding your password and for all activities that occur under your account. You agree to notify XentOps immediately of any unauthorized use of your account or any other breach of security. XentOps will not be liable for any losses caused by any unauthorized use of your account.
2.3. Administrative Users: If you register on behalf of a company or other entity, you represent and warrant that you have the authority to bind such entity to these Terms.
3.1. Subscription Plans: XentOps offers various subscription plans. The features, limitations, and pricing for each plan are described on our pricing page.
3.2. Payment: You agree to pay all fees applicable to your subscription plan. All payments are non-refundable unless otherwise specified in these Terms or required by applicable law.
3.3. Taxes: All fees are exclusive of taxes, which we will charge as applicable. You are responsible for paying all taxes associated with your purchase.
3.4. Billing Cycles: Subscription fees are billed in advance on either a monthly or annual basis, depending on your selected plan.
3.5. Automatic Renewal: Your subscription will automatically renew at the end of each billing period unless you cancel it before the renewal date.
3.6. Changes to Pricing: We reserve the right to change our prices at any time. If we change pricing for your subscription plan, we will provide notice at least 30 days before the change takes effect.
4.1. Limited Authorization: To provide our Service, you may need to grant XentOps limited access to your cloud provider account(s) (such as AWS, Azure, GCP, or others). You represent and warrant that you have the necessary rights and authority to grant such access.
4.2. Scope of Access: XentOps will only access and process the data from your cloud provider account(s) as necessary to provide the Service and as permitted by these Terms and our Privacy Policy.
4.3. Security Practices: XentOps implements reasonable security measures to protect your cloud provider account credentials and data. However, you acknowledge that no security measures are perfect or impenetrable.
5.1. Compliance with Laws: You agree to use the Service only for lawful purposes and in compliance with all applicable laws and regulations.
5.2. Prohibited Activities: You shall not: a) License, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit the Service; b) Modify, adapt, or hack the Service or modify another website so as to falsely imply that it is associated with the Service; c) Use the Service to store or transmit any viruses, malware, or other malicious code; d) Interfere with or disrupt the integrity or performance of the Service; e) Attempt to gain unauthorized access to the Service or its related systems or networks; f) Use the Service to store or transmit infringing, libelous, or otherwise unlawful or tortious material; g) Use the Service to store or transmit material in violation of third-party privacy rights; h) Use the Service to perform any benchmark or penetration testing without XentOps’s prior written consent.
6.1. XentOps’s Rights: XentOps and its licensors own all right, title, and interest in and to the Service, including all related intellectual property rights. No rights are granted to you other than as expressly set forth in these Terms.
6.2. Feedback: If you provide feedback, ideas, or suggestions regarding the Service (“Feedback”), XentOps shall be free to use such Feedback without restriction or compensation to you.
6.3. Your Data: You retain all right, title, and interest in and to any data, information, or materials that you submit to the Service (“Your Data”). You grant XentOps a worldwide, non-exclusive license to use, host, store, reproduce, modify, create derivative works, communicate, publish, and distribute Your Data solely for the purposes of providing and improving the Service.
7.1. Confidential Information: Each party acknowledges that it may receive confidential information (“Confidential Information”) from the other party. Each party agrees to maintain the confidentiality of the other party’s Confidential Information and to use such Confidential Information only as necessary to perform its obligations under these Terms.
7.2. Protection: Each party shall protect the other party’s Confidential Information with the same degree of care it uses to protect its own confidential information of similar nature, but in no case less than reasonable care.
8.1. Privacy Policy: Our Privacy Policy, available at https://xentops.com/privacy, describes how we collect, use, and share your personal information. By using the Service, you consent to the collection, use, and sharing of your information as described in the Privacy Policy.
8.2. Data Processing: To the extent that you provide XentOps with personal data (as defined by applicable privacy laws) of individuals other than yourself, you represent and warrant that you have the necessary rights, consents, and notices in place to permit XentOps to process such personal data as contemplated by these Terms.
9.1. Third-Party Services: The Service may integrate with or contain links to third-party websites, services, or content (“Third-Party Services”). XentOps does not control and is not responsible for Third-Party Services. Your use of any Third-Party Services is at your own risk and subject to the terms and conditions of such Third-Party Services.
9.2. Cloud Providers: The Service is designed to work with various cloud providers including but not limited to AWS, Azure, and GCP. Your use of any cloud provider is governed by your agreement with that provider, and XentOps is not responsible for any issues arising from your use of those cloud services.
10.1. Disclaimer of Warranties: THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. XENTCLOUD DISCLAIMS ALL WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. XENTCLOUD DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT YOUR CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED.
10.2. Limitation of Liability: TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL XENTCLOUD OR ITS AFFILIATES, SUPPLIERS, OR LICENSORS BE LIABLE FOR: a) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; b) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS; c) ANY DAMAGES FOR BUSINESS INTERRUPTION OR SYSTEM FAILURE; d) ANY DAMAGES RELATED TO YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SERVICE; e) ANY DAMAGES RELATED TO ANY THIRD-PARTY SERVICES; REGARDLESS OF LEGAL THEORY, WHETHER BASED ON TORT, CONTRACT, OR OTHERWISE, AND WHETHER OR NOT XENTCLOUD HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES.
10.3. Cap on Liability: TO THE FULLEST EXTENT PERMITTED BY LAW, XENTCLOUD’S AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE AMOUNT YOU PAID FOR THE SERVICE DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.
10.4. Essential Purpose: The limitations in this Section 10 apply even if any limited remedy fails of its essential purpose.
You will defend, indemnify, and hold harmless XentOps and its affiliates, directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys’ fees) arising from or relating to: a) Your use of the Service; b) Your violation of these Terms; c) Your violation of any third-party right, including any intellectual property right or privacy right; or d) Any claim that Your Data caused damage to a third party.
12.1. Term: These Terms remain in effect until terminated.
12.2. Termination by You: You may terminate these Terms at any time by canceling your subscription and ceasing all use of the Service.
12.3. Termination by XentOps: XentOps may terminate these Terms or suspend your access to the Service at any time: a) If you breach these Terms; b) If XentOps reasonably believes that you have violated applicable laws; c) If you fail to pay any fees when due; d) Upon discontinuation of the Service.
12.4. Effect of Termination: Upon termination: a) Your right to access and use the Service will immediately cease; b) XentOps may delete Your Data after a reasonable period, typically 30 days, unless legally prohibited; c) Provisions that by their nature should survive termination will survive, including Sections 6, 7, 8, 10, 11, 12.4, and 13.
13.1. Governing Law: These Terms shall be governed by the laws of the State of Delaware, without regard to its conflict of laws principles.
13.2. Dispute Resolution: Any dispute arising from or relating to these Terms shall be resolved exclusively in the state or federal courts located in Delaware, and you consent to the personal jurisdiction of such courts.
13.3. Class Action Waiver: You agree that any proceedings to resolve disputes will be conducted on an individual basis and not in a class, consolidated, or representative action.
13.4. Amendments: XentOps may modify these Terms at any time by posting the revised Terms on our website or within the Service. Your continued use of the Service after such changes constitutes your acceptance of the revised Terms.
13.5. Severability: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
13.6. No Waiver: XentOps’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision.
13.7. Assignment: You may not assign or transfer these Terms or any rights or obligations hereunder without XentOps’s prior written consent. XentOps may assign these Terms without restriction.
13.8. Entire Agreement: These Terms, together with the Privacy Policy and any other legal notices published by XentOps, constitute the entire agreement between you and XentOps concerning the Service.
13.9. Contact Information: If you have any questions about these Terms, please contact us at legal@xentops.com.
By using XentOps, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.