Traxian – Terms of Service
- Agreement. Your use of Services from Traxian, Inc. (“Traxian”) shall be governed by these Terms of Service. Traxian may revise these Terms of Service at any time. If you do not accept the revised terms, you may cancel as described below.
- Services. You are licensed to use certain “Services”, either on a Free Trial basis, or as indicated in your most recent accepted proposal or invoice, and which may include (a) hosted services for the exchange of business transactions, and (b) Connection activation to enable such transaction exchanges with your trading partners. For the term of your Service Agreement, you are also licensed to use “Licensed Software”, the software from Traxian through which you access the Services.
- Plans. Services are offered on a Free Trial basis, or billed on a Monthly or Annual Service Plan. Annual Plans auto-renew upon expiration, or when transactions reach twelve times the monthly Transaction limit; you may opt out from auto-renewal by emailing us. A “Transaction” is a PO, invoice or other document sent to or received from a trading partner, unless otherwise indicated in your Plan. You may upgrade or renew your Plan early and receive a pro-rated credit for the lesser of unexpired months or transactions. A “Connection” links one trading partner or one application, for one process or document type, e.g. a PO from a customer into Traxian is one Connection.
- Fees Excluded. Fees do not include the computer hardware, operating system or internet connection required to operate the Traxian software, or third party service accounts that may be required to connect with certain trading partners.
- Billing. Fees will be billed to a credit card or invoiced; invoice terms are 30 days. If paying by credit card, you agree to pay these amounts per the card issuer agreement. Overdue accounts are subject to an interest charge penalty of 1.5% per month (18% annually).
- Payment. Payment is due on the first day of any paid Plan for any applicable Connection activation fees as well as Service fees for the applicable initial plan period (either one year or one month).
- Cancellation. Annual Contracts may be canceled only during the Warranty Period. Other Service Plans may be canceled at any time for a refund within 30 days of the month end following cancellation. Connection Activation or Setup fees are non-refundable; any such fees that were waived are chargeable if you cancel within one year. If you cancel your Service during the Warranty Period, all Plan Fees are refundable, otherwise the refund amount shall be a pro-rated refund of Plan Fees based on unexpired whole months or transactions, whichever is less. Traxian may terminate this Agreement for non-payment or other material breach not cured within 30 days.
- Warranty. For a "Warranty Period" of 30 days after the Service Activation Date, if dissatisfied for any reason, you may, as your exclusive remedy and Traxian’s sole liability, cancel this Agreement by giving written notice to Traxian for a refund of fees as specified above. This warranty does not apply to Service updates, upgrades or renewals.
- Term. One year from the date of this agreement, auto-renewing for additional one year terms unless cancelled or terminated.
- Taxes. Fees are exclusive of tax. You are responsible for any and all applicable taxes.
- Restrictions. You agree not to (a) modify or (b) reverse engineer, decompile or disassemble the Licensed Software.
- DISCLAIMER. THE SERVICES AND LICENSED SOFTWARE ARE PROVIDED “AS-IS”.
- LIABILITY. IN NO EVENT IS TRAXIAN LIABLE TO YOU FOR ANY DAMAGES. EVEN IF SUCH LIABILITY IS FOUND, IN NO CASE WILL OUR LIABILITY TO YOU EXCEED THE AMOUNT YOU PAID FOR ONE MONTH'S SERVICE.