LEXX Terms of Use

1. Definitions

"Account" means the account registered to you for accessing the Service.

"Content" means educational, informational, or other materials made available through the Service (including text, audio, video, graphics, and documents), excluding Customer Data.

"Corporate/Enterprise Customer" means a business or organization that purchases access to the Service for multiple users pursuant to an Order Form or other written agreement.

"Customer Data" means data, information, files, code, prompts, inputs, and other materials submitted, uploaded, transmitted, or otherwise made available by you or on your behalf through the Service.

"Documentation" means user guides, technical documentation, and other materials describing the features, functionality, or use of the Service.

"Confidential Information" means non-public information disclosed by or on behalf of a party that is designated as confidential or that reasonably should be understood to be confidential, including business, technical, product, and security information, and information about the Service and its non-public features.

"Order Form" means an ordering document, statement of work, subscription agreement, or similar instrument that references these Terms and sets forth commercial terms (e.g., plan, users, pricing, term).

"Subscription" means a paid plan that provides access to the Service for a specified billing period.

"Submission" means feedback, suggestions, ideas, bug reports, or other comments you voluntarily provide regarding the Service (excluding Customer Data).

2. Eligibility and Account Registration

You must be at least 18 years old (or the age of majority in your jurisdiction, if higher) to use the Service. You agree to provide accurate and complete information when creating an Account and to keep your Account information current. You are responsible for all activity that occurs under your Account and for maintaining the confidentiality of your login credentials. LEXX may suspend or terminate access if we reasonably believe your Account is being used in an unauthorized or insecure manner.

3. The Service; License Grant; Acceptable Use

3.1 Service Description

LEXX provides subscription-based access to software features, tools, and related Content through the Service. The Service may evolve over time, including the addition, modification, or removal of features.

3.2 Limited License

Subject to these Terms and your compliance with them, LEXX grants you a limited, non-exclusive, non-transferable, non-sublicensable right during your Subscription term (or, if you are using a free offering, during the period we make the Service available) to access and use the Service and Content solely for your internal personal or business purposes, as applicable.

3.3 Restrictions

You will not (and will not permit any third party to):

• copy, modify, or create derivative works of the Service or Content (except as expressly permitted through the Service's functionality);
• reverse engineer, decompile, or attempt to discover the source code, object code, or underlying structure of the Service, except to the extent such restriction is prohibited by applicable law;
• interfere with or disrupt the integrity or performance of the Service, including by introducing malware, scraping, automated access not authorized by LEXX, or denial-of-service activity;
• use the Service in violation of any applicable law or to infringe, misappropriate, or otherwise violate the rights of any third party;
• remove, obscure, or alter proprietary notices displayed by the Service or included in Content.

3.4 Public Performance

Unless expressly authorized in writing by LEXX, you agree not to use the Service for public performances or public displays of Content.

4. Subscription Plans; Billing; Cancellation; Refunds

4.1 Plans

LEXX may offer multiple plans, including free trials, individual subscriptions, and Corporate/Enterprise access. We may modify available plans, features, or pricing from time to time as described below.

4.2 Auto-Renewal

Unless you cancel before the end of your then-current billing period, your Subscription will automatically renew for successive billing periods of the same duration at the then-current rate for your plan, and we (or our payment processor) will charge your selected payment method ("Payment Method").

4.3 Payment Methods

You must provide a current, valid Payment Method for paid Subscriptions. You authorize LEXX and its payment processors to charge your Payment Method for recurring fees, applicable taxes, and any other amounts you authorize.

4.4 Cancellation

You may cancel your Subscription at any time through your Account settings (or another method we make available). Cancellation is effective at the end of the then-current paid billing period, and you will continue to have access through the end of that period.

4.5 Refunds

Fees are non-refundable and we do not provide prorated refunds or credits for partial billing periods, except where required by applicable law or expressly provided in an Order Form.

4.6 Corporate/Enterprise Customers

Billing, enrollment, user administration, and cancellation for Corporate/Enterprise Customers may be governed by an Order Form or other written agreement. In the event of a conflict between these Terms and an executed Order Form (or other written agreement), the Order Form (or written agreement) will control solely with respect to the subject matter of that conflict.

4.7 Price Changes

We may change our prices and/or plan features from time to time. Any price changes will apply to you no earlier than thirty (30) days following notice to you (which may be provided by email or through the Service), unless a different notice period is required by law.

5. Customer Data; Privacy; Security

5.1 Customer Data

You retain all rights in Customer Data. You grant LEXX a limited license to host, reproduce, transmit, display, and process Customer Data solely to provide, maintain, secure, and improve the Service, and as otherwise permitted by our Privacy Policy.

5.2 Privacy Policy

Our collection and use of personal information is described in our Privacy Policy.

5.3 Security

You are responsible for configuring the Service to permit appropriate access and for using reasonable security practices, including safeguarding your credentials and using up-to-date devices and software. LEXX cannot guarantee that unauthorized third parties will never be able to defeat our security measures.

6. Intellectual Property; Feedback

6.1 LEXX IP

As between you and LEXX, LEXX (and its licensors) retain all right, title, and interest in and to the Service, Content, Documentation, and all related intellectual property rights. Except for the limited rights expressly granted in these Terms, no rights are granted to you.

6.2 Submissions (Feedback)

If you provide Submissions, you grant LEXX a worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, modify, create derivative works from, distribute, and otherwise exploit such Submissions for any purpose, without restriction or compensation. LEXX is not obligated to use any Submissions.

7. Links and Third-Party Services

The Service may contain links to third-party websites or services. LEXX does not control and is not responsible for third-party content, policies, or practices. Your access to and use of third-party services is at your own risk and subject to the third party's terms.

8. Indemnification

You agree to defend, indemnify, and hold harmless LEXX, its affiliates, and its officers, directors, employees, contractors, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your access to or use of the Service; (b) your Customer Data; (c) your violation of these Terms or applicable law; or (d) your infringement or misappropriation of any intellectual property or other rights of any third party.

9. Disclaimer of Warranties

THE SERVICE, CONTENT, AND ANY RELATED MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LEXX DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. LEXX DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

(A) IN NO EVENT WILL LEXX BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES;

(B) LEXX'S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (I) THE AMOUNTS PAID BY YOU TO LEXX FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (II) ONE HUNDRED U.S. DOLLARS (US $100);

(C) THE FOREGOING LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

11. Termination; Suspension; Survival

LEXX may suspend or terminate your access to the Service at any time if we reasonably believe you have violated these Terms, pose a security risk, or are using the Service unlawfully. You may terminate these Terms by canceling your Subscription and discontinuing use of the Service.

Upon termination, your right to access and use the Service will cease. Sections that by their nature should survive termination (including, without limitation, Sections 5 through 18) will survive.

12. Copyright; DMCA Notice

If you believe that material available through the Service infringes a copyright you own or control, you may submit a notification of claimed infringement to: info@lexx.com.

Please include the information required by 17 U.S.C. § 512(c)(3), including identification of the copyrighted work claimed to have been infringed, identification of the material claimed to be infringing, your contact information, a statement of good-faith belief, and a statement made under penalty of perjury that the information is accurate and that you are authorized to act on behalf of the owner.

LEXX may, in appropriate circumstances, disable or terminate Accounts of users who are repeat infringers.

13. Changes to the Service and Terms

We may change the Service and/or these Terms from time to time. If we make material changes, we will provide notice (for example, by email or through the Service). Your continued use of the Service after the effective date of updated Terms constitutes acceptance of the updated Terms.

14. Dispute Resolution; Binding Arbitration (AAA); Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS.

14.1 Informal Resolution

Before initiating arbitration, the parties agree to first attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms or the Service (a "Dispute") through good-faith negotiations. You agree to notify LEXX of the Dispute by emailing us at info@lexx.com and providing a brief description of the issue and the relief sought.

14.2 Binding Arbitration

If the Dispute is not resolved within fifteen (15) days after notice, it will be resolved by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with the AAA Commercial Arbitration Rules, or, if you are an individual consumer and the AAA Consumer Arbitration Rules are applicable, under those consumer rules, as modified by these Terms where permitted.

14.3 Seat and Venue

The seat and venue of arbitration will be Wilmington, Delaware. The arbitrator may conduct proceedings by videoconference or other remote means as appropriate.

14.4 Injunctive Relief

Notwithstanding the foregoing, either party may seek temporary or preliminary injunctive relief in any court of competent jurisdiction to protect Confidential Information or intellectual property rights, pending the outcome of arbitration, without waiving arbitration.

14.5 Class and Representative Action Waiver

To the maximum extent permitted by law, Disputes must be brought in the parties' individual capacities only, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding.

14.6 Attorneys' Fees and Costs

The arbitrator may award attorneys' fees and costs to the prevailing party only to the extent authorized by applicable law.

15. Governing Law; Venue for Court Actions

These Terms and any Dispute will be governed by the laws of the State of Delaware, without regard to conflict-of-laws principles. To the extent any dispute is properly brought in court (including actions to enforce an arbitration award or for injunctive relief as permitted above), the parties consent to exclusive personal jurisdiction and venue in the state or federal courts located in New Castle County, Delaware (Wilmington).

16. Notices; Electronic Communications

We may send you notices and other communications by email to the address associated with your Account, by posting within the Service, or by other reasonable means. Notices are effective when sent (unless we receive an automated bounce-back or other notice of nondelivery). You are responsible for keeping your email address current.

17. Miscellaneous

17.1 Assignment

You may not assign or transfer these Terms (by operation of law or otherwise) without LEXX's prior written consent. LEXX may assign these Terms in connection with a merger, acquisition, reorganization, or sale of substantially all assets.

17.2 Severability; Waiver

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. No waiver of any provision will be deemed a further or continuing waiver.

17.3 Entire Agreement

These Terms, together with any applicable Order Form and the Privacy Policy, constitute the entire agreement between you and LEXX regarding the Service and supersede all prior or contemporaneous understandings.

17.4 Language

The parties agree that these Terms and all related documents be drawn up in English.

18. Contact Us

For questions about these Terms or the Service, contact us at: info@lexx.com